CDT Equity: Corvus exercises warrants for 544K shares
The amendment reflects a 1-for-10 reverse stock split, adds Corvus Capital Ltd. as a reporting person and updates Manoira Corporation information.
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Form Type
4/A
Rhea-AI Filing Summary
CDT Equity Inc. reports that Corvus Capital Ltd., a 10% owner, exercised all of its pre-funded warrants cashlessly on August 28, 2026, after stockholder approval for issuance of the underlying common stock, receiving 543,683 shares. The exercise price was $0.0001 per share. The transaction table lists a 29-share sale, while a related footnote says the issuer withheld 290 shares to pay the exercise price.
Following the August 28 transactions, Corvus reported 569,322 common shares held indirectly. The amendment reflects a 1-for-10 reverse stock split effected July 20, 2026, adds Corvus as a filer because it was a 10% owner when the original Form 4 was filed, and updates information about Manoira Corporation. Dr. Andrew Regan, CDT Equity's Chief Executive Officer and Corvus's sole shareholder, may be deemed to beneficially own shares and warrants held by Corvus and Manoira; he and Corvus disclaim such beneficial ownership except to the extent of their respective pecuniary interests.
Insider Trade Summary
Exercise and sale activity reported; no spread calculated
Exercise and Sale
6 txns
Insider
Regan Andrew, Corvus Capital Ltd.
Role
Chief Executive Officer | 10% Owner
Sold
29 shs
Approx. gross sale proceeds
$0.00
Approx. exercise cost
$54.37
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| In-the-Money Exercise | Pre-Funded Warrants F1, F2, F3, F4, F8, F5 | 543,683 | $0.0001 | $54.37 |
| Other | Common Stock F1, F2, F3, F4, F5 | 543,683 | -- | -- |
| Sale | Common Stock F2, F3, F7, F1, F4, F5 | 29 | -- | -- |
| Other | Pre-Funded Warrants F2, F3, F1, F4, F8, F5 | 5,436,830 | $0.0001 | $543.68 |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock F5, F6 | -- | -- | -- |
Holdings After Transaction:
Pre-Funded Warrants — 543,683 contracts (Indirect, By Corvus Capital Ltd.);
Common Stock — 569,322 shares (Indirect, By Corvus Capital Ltd);
Common Stock — 569,322 shares (Indirect, By Corvus Capital Ltd.);
Common Stock — 560 shares (Direct);
Common Stock — 77 shares (Indirect, By Manoira Corporation)
Footnotes (8)
- F1. This Form 4 Amendment (the "Amendment") is being filed to amend the Form 4 filed by Dr. Andrew Regan on September 2, 2026 (the "Original Form 4"), to (i) reflect the 1-for-10 reverse stock split of the outstanding shares of common stock, par value $0.0001 per share (the "Common Stock"), of CDT Equity Inc. (the "Issuer") effected on July 20, 2026, (ii) to add Corvus Capital Limited ("Corvus") as a filer due to their status as a 10% owner at the time of the filing of the Original Form 4, and (iii) update certain information regarding Manoira Corporation ("Manoira").
- F2. On July 30, 2026, Corvus entered into that certain securities purchase agreement (the "Agreement") with the Issuer and certain other investors of Sarborg Limited, a Cayman Islands Company ("Sarborg"), named therein, pursuant to which, on July 30, 2026, Corvus sold to the Issuer an aggregate of 120 shares of Sarborg (such shares the "Sarborg Shares") and the Issuer issued to Corvus as consideration for the Sarborg Shares pre-funded warrants (the "Pre-Funded Warrants") to purchase up to an aggregate of 543,683 shares of Common Stock, at an exercise price of $0.0001 per share.
- F3. The Pre-Funded Warrants include a "cashless" exercise provision, wherein the holder of the Pre-Funded Warrant is entitled to receive a number of shares of Common Stock generally equal to the quotient obtained by dividing the market price minus the exercise price divided by the market price (as further described in the Pre-Funded Warrant). The Pre-Funded Warrants became exercisable on August 28, 2026, following the receipt of stockholder approval for the issuance of the underlying Common Stock, and, on such date, Corvus exercised all of its Pre-Funded Warrants via cashless exercise and received 543,683 shares of Common Stock.
- F4. These shares of Common Stock and Pre-Funded Warrants are owned of record by Corvus.
- F5. Corvus is the owner of 87.0% of the equity interests of Manoira and, therefore, may also be deemed to beneficially own the shares of Common Stock held of record by Manoira. Dr. Andrew Regan is the Chief Executive Officer and sole shareholder of Corvus. By virtue of these relationships, Dr. Regan may be deemed to beneficially own the shares of Common Stock and Pre-Funded Warrants held of record by Manoira and Corvus. Each of Corvus and Dr. Regan disclaims any such beneficial ownership, except to the extent of its or his pecuniary interest therein.
- F6. These shares of Common Stock are owned of record by Manoira.
- F7. Corvus exercised the Pre-Funded Warrants on a cashless basis, which resulted in the Issuer withholding 290 shares of Common Stock issuable upon the exercise of the Pre-Funded Warrants to pay the exercise price.
- F8. The Pre-Funded Warrants have been exercised in full.
Key Figures
Common shares received: 543,683 shares
Warrant exercise price: $0.0001 per share
Corvus common shares held: 569,322 shares
+4 more
7 metrics
Common shares received
543,683 shares
Corvus received these shares in the cashless exercise on August 28, 2026
Warrant exercise price
$0.0001 per share
Exercise price of the pre-funded warrants
Corvus common shares held
569,322 shares
Indirect position following the August 28, 2026 transactions
Shares disposed
29 shares
Disposition listed in the transaction table for August 28, 2026
Shares withheld
290 shares
Footnote says the issuer withheld these shares to pay the exercise price
Sarborg shares sold
120 shares
Corvus sold these shares to the issuer on July 30, 2026
Reverse stock split
1-for-10
Effected July 20, 2026
Key Terms
Pre-Funded Warrants, cashless exercise, reverse stock split, pecuniary interest
4 terms
Pre-Funded Warrants financial
"pre-funded warrants to purchase up to an aggregate of 543,683 shares"
Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.
cashless exercise financial
"Corvus exercised all of its Pre-Funded Warrants via cashless exercise"
A cashless exercise is a way for an option holder to convert stock options into actual shares without paying the purchase price in cash; instead they immediately give up a portion of the newly issued shares to cover the cost and any withholding taxes. Investors care because this process increases the number of shares available and can slightly dilute existing holdings, while also signaling how insiders or employees are realizing compensation without needing cash — similar to paying for a purchase by handing over part of what you just bought.
reverse stock split technical
"1-for-10 reverse stock split of the outstanding shares"
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.
pecuniary interest financial
"except to the extent of its or his pecuniary interest therein"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
Why did CDT issue pre-funded warrants to Corvus?
Under a July 30, 2026 securities purchase agreement, Corvus sold the issuer 120 Sarborg shares, and the issuer issued pre-funded warrants as consideration. The warrants covered up to 543,683 common shares at an exercise price of $0.0001 per share.
AI-generated analysis. How Rhea-AI works. Not financial advice.
