CDT Equity converts $65K severance into shares

The share issuances settled a portion of severance and a one-time fee under an Evaluation Agreement.

Rhea-AI Filing Summary

CDT Equity Inc. reported two share acquisitions tied to severance and a service fee. On October 23, 2026, at the issuer’s request, $65,000 of Dr. Regan’s remaining severance was converted into 499,616 common shares at $0.1301 per share; his direct holdings then totaled 499,618 shares. On October 22, 2026, CDT issued 1,347,616 shares to Manoira Corporation in full satisfaction of a $195,000 one-time fee under an Evaluation Agreement, at $0.1447 per share; Manoira then held 1,347,619 shares. Corvus Capital Ltd. separately held 217,461 shares of record. Corvus owns 87.0% of Manoira; Dr. Regan is Corvus’s CEO and sole shareholder, and both disclaim beneficial ownership except to the extent of their pecuniary interests. No Rule 10b5-1 plan is reported.

Insider Trade Summary

Other: 1,847,232 shares

Other 3 txns

Insider Regan Andrew, Corvus Capital Ltd.

Role 10% Owner | 10% Owner

Type	Security	Shares	Price	Value
Other	Common Stock F1	499,616	--	--
Other	Common Stock F2, F4	1,347,616	--	--
holding	Common Stock F3, F4	--	--	--

Holdings After Transaction: Common Stock — 499,618 shares (Direct); Common Stock — 1,347,619 shares (Indirect, By Manoira Corporation); Common Stock — 217,461 shares (Indirect, By Corvus Capital Ltd)

Footnotes (4)

1. F1. On August 31, 2026, in connection with his resignation as Chief Executive Officer and a director of CDT Equity Inc. (the "Issuer") effective as of that date, Dr. Regan became eligible to receive $300,000 in severance payments. On October 23, 2026, at the Issuer's request, $65,000 of the remaining severance payment was converted into shares of the Issuer's common stock, par value $0.0001 per share (the "Common Stock"), at a conversion price of $0.1301 per share, and Dr. Regan received 499,616 shares of Common Stock upon such conversion.
2. F2. These shares of Common Stock are owned of record by Manoira Corporation ("Manoira"). On October 22, 2026, Manoira entered into an Evaluation Agreement with the Issuer (the "Evaluation Agreement"), pursuant to which the Issuer agreed to pay Manoira a one time fee of $195,000 for the services to be provided by Manoira thereunder. On October 22, 2026, the Issuer issued to Manoira 1,347,616 shares of Common Stock in full satisfaction of the fee due to Manoira, at a price of $0.1447 per share.
3. F3. These shares of Common Stock are owned of record by Corvus Capital Limited ("Corvus").
4. F4. Corvus owns 87.0% of the outstanding equity interests of Manoira and, therefore, may also be deemed to beneficially own the shares of Common Stock held of record by Manoira. Dr. 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 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.

Key Figures

Severance converted: $65,000 Shares received by Dr. Regan: 499,616 shares Conversion price: $0.1301 per share +5 more

8 metrics

Severance converted $65,000 Converted into shares on October 23, 2026

Shares received by Dr. Regan 499,616 shares October 23, 2026

Conversion price $0.1301 per share October 23, 2026

Dr. Regan direct holdings after transaction 499,618 shares After the October 23, 2026 transaction

Shares issued to Manoira Corporation 1,347,616 shares October 22, 2026

One-time Evaluation Agreement fee $195,000 Satisfied with shares issued to Manoira Corporation

Price per share issued to Manoira Corporation $0.1447 per share October 22, 2026

Manoira Corporation holdings after transaction 1,347,619 shares After the October 22, 2026 transaction

Key Terms

severance payments, Evaluation Agreement, beneficial ownership, pecuniary interest

4 terms

severance payments financial

"eligible to receive $300,000 in severance payments"

Payments made to employees after their job ends, typically as a lump sum or continued pay and benefits for a limited period. Investors watch severance payments because they are a predictable one-time cost or ongoing liability for the company—like an exit fee when someone leaves a club—and sizable payouts can reduce profits, affect cash flow, or signal larger restructuring costs ahead.

Evaluation Agreement financial

"entered into an Evaluation Agreement with the Issuer"

beneficial ownership regulatory

"disclaims any such beneficial ownership"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

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.

How many shares were acquired in CDT Equity’s October 2026 transactions?

Dr. Regan received 499,616 shares on October 23, 2026, when $65,000 of severance was converted at $0.1301 per share; Manoira Corporation received 1,347,616 shares on October 22, 2026, for a $195,000 one-time Evaluation Agreement fee at $0.1447 per share. No Rule 10b5-1 plan is reported.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 10/27/2026 - 04:33 PM EDT Accepted by SEC EDGAR 10/27/2026 - 04:33 PM EDT Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Regan Andrew

(Last) (First) (Middle)

4851 TAMIAMI TRAIL NORTH, SUITE 200

(Street)

NAPLES FLORIDA 34103

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
CDT Equity Inc. [ CDT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/22/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	10/23/2026		J		499,616(1)	A	(1)	499,618	D
Common Stock	10/22/2026		J		1,347,616(2)	A	(2)	1,347,619	I	By Manoira Corporation(2)(4)
Common Stock								217,461	I	By Corvus Capital Ltd(3)(4)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

Regan Andrew

(Last) (First) (Middle)

4851 TAMIAMI TRAIL NORTH, SUITE 200

(Street)

NAPLES FLORIDA 34103

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Corvus Capital Ltd.

(Last) (First) (Middle)

FLOOR 2, WILLOW HOUSE, CRICKET SQUARE

P.O. BOX 709

(Street)

GRAND CAYMAN KY1-1107

(City) (State) (Zip)

CAYMAN ISLANDS

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

Explanation of Responses:

1. On August 31, 2026, in connection with his resignation as Chief Executive Officer and a director of CDT Equity Inc. (the "Issuer") effective as of that date, Dr. Regan became eligible to receive $300,000 in severance payments. On October 23, 2026, at the Issuer's request, $65,000 of the remaining severance payment was converted into shares of the Issuer's common stock, par value $0.0001 per share (the "Common Stock"), at a conversion price of $0.1301 per share, and Dr. Regan received 499,616 shares of Common Stock upon such conversion.

2. These shares of Common Stock are owned of record by Manoira Corporation ("Manoira"). On October 22, 2026, Manoira entered into an Evaluation Agreement with the Issuer (the "Evaluation Agreement"), pursuant to which the Issuer agreed to pay Manoira a one time fee of $195,000 for the services to be provided by Manoira thereunder. On October 22, 2026, the Issuer issued to Manoira 1,347,616 shares of Common Stock in full satisfaction of the fee due to Manoira, at a price of $0.1447 per share.

3. These shares of Common Stock are owned of record by Corvus Capital Limited ("Corvus").

4. Corvus owns 87.0% of the outstanding equity interests of Manoira and, therefore, may also be deemed to beneficially own the shares of Common Stock held of record by Manoira. Dr. 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 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.

	/s/ Andrew Regan	10/27/2026
	CORVUS CAPITAL LTD. /s/ Andrew Regan, Chief Executive Officer	10/27/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)