[Form 4] Nuburu, Inc. Insider Trading Activity
Rhea-AI Filing Summary
Nuburu, Inc. director and Co‑Chief Executive Officer Alessandro Zamboni reported two acquisitions of common stock. On December 31, 2025, Vanguard Holdings S.r.l., an entity owned by him, recorded an open‑market purchase of 4,332,525 shares at $0.3453 per share, held indirectly. A footnote explains this reflects the conversion of two Company convertible promissory notes of $545,000 and $900,000, plus interest, into 21,619,298 shares before adjustment for a 1‑for‑4.99 reverse stock split.
Separately, on October 1, 2025, Zamboni was granted 1,774,000 restricted stock units, which vested on October 31, 2025. After the 2026 reverse stock split, this grant is shown in the table as 355,511 shares of common stock held directly.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Buyer: 4,688,036 shares
Net Buy
2 txns
Insider
Zamboni Alessandro
Role
Co-Chief Executive Officer
Bought
4,332,525 shs ($1.50M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Purchase | Common Stock | 4,332,525 | $0.3453 | $1.50M |
| Grant/Award | Common Stock | 355,511 | $0.00 | $0.00 |
Holdings After Transaction:
Common Stock — 355,511 shares (Direct);
Common Stock — 4,332,525 shares (Indirect, By Vanguard Holdings S.r.l.)
Footnotes (2)
- F1. On October 1, 2025, the reporting person was granted 1,774,000 restricted stock units, which vested on October 31, 2025. Nuburu, Inc. (the "Company") effected a reverse stock split on February 27, 2026, and its common stock began trading on a 1-for-4.99 split-adjusted basis (with every 4.99 shares being converted into a single share) at the commencement of trading on March 2, 2026 (the "2026 Reverse Stock Split"). The number of restricted stock units in the table has been adjusted for the 2026 Reverse Stock Split.
- F2. On December 31, 2025, Vanguard Holdings S.r.l., an entity owned by the reporting person, converted (i) a convertible promissory note in the amount of $545,000 issued by Nuburu, Inc. (the "Company"), plus outstanding interest, and (ii) a convertible promissory note in the amount of $900,000 issued by the Company, plus outstanding interest, in exchange for 21,619,298 shares of common stock at a conversion price equal to a 33.33% discount to the lowest daily volume weighted average price as reported by Bloomberg L.P. during the five days prior to the conversion date. The number of shares acquired and the price per share in the table have been adjusted for the 2026 Reverse Stock Split.
Key Figures
Common shares acquired (indirect): 4,332,525 shares
Purchase price per share: $0.3453 per share
RSUs originally granted: 1,774,000 restricted stock units
+5 more
8 metrics
Common shares acquired (indirect)
4,332,525 shares
Open-market purchase reported for December 31, 2025
Purchase price per share
$0.3453 per share
Price for 4,332,525 Nuburu common shares
RSUs originally granted
1,774,000 restricted stock units
Grant on October 1, 2025, vested October 31, 2025
RSUs after reverse split
355,511 shares
Split-adjusted RSU amount shown in ownership table
First convertible note principal
$545,000
Convertible promissory note converted into common stock
Second convertible note principal
$900,000
Additional convertible promissory note converted into stock
Shares from note conversion (pre-split)
21,619,298 shares
Shares issued upon conversion before 1-for-4.99 reverse split
Conversion discount to VWAP
33.33% discount
Discount to lowest five-day volume weighted average price
Key Terms
restricted stock units, reverse stock split, convertible promissory note, volume weighted average price, +1 more
5 terms
restricted stock units financial
"the reporting person was granted 1,774,000 restricted stock units, which vested on October 31, 2025"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
reverse stock split financial
"the Company effected a reverse stock split on February 27, 2026, and its common stock began trading on a 1-for-4.99 split-adjusted basis"
A reverse stock split reduces a company's number of outstanding shares while raising the price per share proportionally, so the total value of each investor's holding is unchanged; a 1-for-10 split turns 100 shares worth $1 each into 10 shares worth $10 each. Companies often do this to regain compliance with an exchange's minimum price rule or to attract investors who avoid very low-priced stocks.
convertible promissory note financial
"converted (i) a convertible promissory note in the amount of $545,000 issued by Nuburu, Inc., plus outstanding interest"
A convertible promissory note is a loan a company takes now that can later be turned into shares instead of being repaid in cash. Think of it as lending money with the option to accept ownership in the business down the road; that matters to investors because it affects who gets paid first, how much ownership existing shareholders keep, and the company’s future valuation and cash needs. Terms such as conversion price, interest and maturity determine the financial impact.
volume weighted average price financial
"at a conversion price equal to a 33.33% discount to the lowest daily volume weighted average price"
The volume weighted average price (VWAP) is a way to measure the average price of a security, such as a stock, over a specific period, taking into account how many units were traded at each price. It’s similar to calculating the average cost of items bought when some are more frequently purchased than others. Investors use VWAP to assess whether a security is being bought or sold at a fair price during trading.
split-adjusted basis financial
"its common stock began trading on a 1-for-4.99 split-adjusted basis at the commencement of trading"
An adjustment to historical share prices and share counts that reflects past stock splits or reverse splits so that old data lines up with the current number of shares. Think of it like resizing an old photograph so it matches a new frame: it keeps price charts, returns and per‑share metrics comparable over time, which matters to investors who need accurate performance, valuation and trend analysis.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What restricted stock unit grant did Nuburu (BURU) give Alessandro Zamboni?
On October 1, 2025, Nuburu granted Alessandro Zamboni 1,774,000 restricted stock units, which fully vested on October 31, 2025. After a 1‑for‑4.99 reverse stock split, this award appears as 355,511 common shares in the ownership table.
How did Nuburu’s 2026 reverse stock split affect Alessandro Zamboni’s equity awards?
Nuburu implemented a 1‑for‑4.99 reverse stock split, with trading beginning on a split‑adjusted basis on March 2, 2026. Both the restricted stock units and the share amounts from the note conversion were adjusted to reflect this split ratio.