[Form 4] C1 Fund Inc. Insider Trading Activity

Rhea-AI Filing Summary

David Hytha, Chief Financial Officer of C1 Fund Inc. (CFND), reported changes in his beneficial ownership on Form 4. The filing shows non-derivative transactions dated 09/05/2025 resulting in disposals: 4,672 shares reported as disposed (code J) and an additional 5,004 shares disposed. After the reported transactions, the filing shows the Reporting Person beneficially owns 31,149 shares indirectly through C1 Group LLC. The explanation states that on September 5, 2025, 100,000 shares of common stock held by C1 Group LLC were cancelled because underwriters did not exercise their over-allotment option, and the reported numbers reflect indirect ownership through the sponsor.

Insights

Securities Analyst

TL;DR: Insider reports modest disposals and a reduced indirect stake after cancellation of 100,000 sponsor-held shares; this appears routine.

The Form 4 discloses two non-derivative disposal entries dated 09/05/2025 totaling 9,676 shares disposed (4,672 and 5,004). The Reporting Person's beneficial ownership is shown as 31,149 shares indirect via C1 Group LLC. The filing explicitly attributes a 100,000-share cancellation at the sponsor level because the underwriters did not exercise the over-allotment option described in the IPO prospectus. There is no indication in the Form 4 of stock sales for cash proceeds, options exercised, or other compensatory transactions beyond the cancellation and reported disposals. From a securities perspective, this is a disclosure of ownership changes tied to IPO-related share adjustments rather than an independent market disposal event.

Corporate Governance Expert

TL;DR: Disclosure is clear about indirect ownership and sponsor-level cancellation; no governance red flags in this Form 4 alone.

The report identifies the reporting person as the CFO and clarifies indirect ownership via the issuer's sponsor, C1 Group LLC. The explicit explanation of the 100,000-share cancellation provides context linking the change to IPO mechanics (over-allotment non-exercise). The filing contains required signature and date. Based solely on this Form 4, there are no allegations of improper insider trading or omitted material facts; it documents ownership adjustments resulting from sponsor share cancellation and related disposals reported on the same date.

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

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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^*

Hytha David

(Last) (First) (Middle)

C/O C1 FUND INC.

228 HAMILTON AVENUE, THIRD FLOOR

(Street)

PALO ALTO CA 94301

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
C1 Fund Inc. [ CFND ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/05/2025

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

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

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

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	09/05/2025		J(1)		4,672	D	$0(1)	31,149	I	Via C1 Group LLC
Common Stock								5,004	D

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

Explanation of Responses:

1. The Reporting Person beneficially owns the reported shares through the Issuer's sponsor, C1 Group LLC. On September 5, 2025, 100,000 shares of common stock held by C1 Group LLC was cancelled because the underwriters did not exercise their over-allotment option, as described in the Issuer's IPO Prospectus. The number of shares reported herein reflect the Reporting Person's indirect ownership through C1 Group LLC.

	/s/ David Hytha	09/05/2025
	** 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).
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