CitroTech CEO receives three 300K-unit stock grants

The awards carry distinct time-based, continued-service, KPI, and market-capitalization vesting conditions.

Rhea-AI Filing Summary

CitroTech Inc. Chief Executive Officer Wesley James Bolsen received three direct awards of 300,000 RSUs each on October 1, 2025. Each RSU is a contingent right to receive one common share, subject to its award terms. One award vests over time; another is subject to continued service and annual KPI conditions; the third has four market-capitalization-based vesting installments, subject to continued service.

Insider Trade Summary

Grant/Award: 900,000 shares

Grant/Award 3 txns

Insider Bolsen Wesley James

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock, par value $0.0001 F1	300,000	$0.00	$0.00
Grant/Award	Common Stock, par value $0.0001 F2	300,000	$0.00	$0.00
Grant/Award	Common Stock, par value $0.0001 F3, F4	300,000	$0.00	$0.00

Holdings After Transaction: Common Stock, par value $0.0001 — 900,000 shares (Direct)

Footnotes (4)

1. F1. The securities reported in Column 5 of Table I are shares of common stock underlying restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of common stock, subject to the applicable vesting schedule and conditions of the applicable RSU award. The 300,000 RSUs reported in Column 5 vest with one-fourth of the RSUs vested on October 1, 2026 and the remaining three-fourths vesting equally on a monthly basis over the following 36 months until fully vested on October 1, 2029.
2. F2. The securities reported in Column 5 of Table I are shares of common stock underlying RSUs. Each RSU represents a contingent right to receive one share of common stock, subject to the applicable vesting schedule and conditions of the applicable RSU award. The 300,000 RSUs reported in Column 5 vest in four annual installments, with up to one-fourth of the RSUs vesting on each anniversary of October 1, 2025, subject to the reporting person's continued service with the Issuer through each applicable vesting date and achievement of annual KPIs mutually agreed upon between the reporting person and the Issuer.
3. F3. The securities reported in Column 5 of Table I are shares of common stock underlying RSUs. Each RSU represents a contingent right to receive one share of common stock, subject to the applicable vesting schedule and conditions of the applicable RSU award. The 300,000 RSUs reported in Column 5 vest in four installments upon achieving certain market capitalization thresholds and are subject to the reporting person's continued service with the Issuer through each applicable vesting date.
4. F4. 75,000 RSUs vest for the reporting person when the Issuer's market capitalization reaches and sustains a market capitalization for 30 consecutive days above $150,000,000. 75,000 RSUs vest for the reporting person when the Issuer's market capitalization reaches and sustains a market capitalization for 30 consecutive days above $200,000,000. 75,000 RSUs vest for the reporting person when the Issuer's market capitalization reaches and sustains a market capitalization for 30 consecutive days above $250,000,000. 75,000 RSUs vest for the reporting person when the Issuer's market capitalization reaches and sustains a market capitalization for 30 consecutive days above $300,000,000.

Key Figures

RSUs in first award: 300,000 RSUs RSUs in second award: 300,000 RSUs RSUs in third award: 300,000 RSUs +5 more

8 metrics

RSUs in first award 300,000 RSUs Award reported October 1, 2025.

RSUs in second award 300,000 RSUs Award reported October 1, 2025.

RSUs in third award 300,000 RSUs Award reported October 1, 2025.

Market-capitalization vesting threshold $150,000,000 Threshold for one 75,000-RSU installment.

Market-capitalization vesting threshold $200,000,000 Threshold for one 75,000-RSU installment.

Market-capitalization vesting threshold $250,000,000 Threshold for one 75,000-RSU installment.

Market-capitalization vesting threshold $300,000,000 Threshold for one 75,000-RSU installment.

Market-capitalization vesting installment 75,000 RSUs Each of four installments is tied to a separate market-capitalization threshold.

Key Terms

RSUs, vesting schedule, annual KPIs, market capitalization thresholds

4 terms

RSUs financial

"shares of common stock underlying restricted stock units ("RSUs")"

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

vesting schedule financial

"subject to the applicable vesting schedule"

A vesting schedule is a timeline that determines when someone gains full ownership of certain benefits, such as company stock or retirement contributions. Think of it like earning the right to own a gift gradually over time, rather than receiving it all at once. It matters to investors because it affects when they can fully access or sell these benefits, influencing their financial planning and decision-making.

annual KPIs financial

"achievement of annual KPIs mutually agreed upon"

market capitalization thresholds financial

"upon achieving certain market capitalization thresholds"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many RSUs did CITR's CEO receive?

Chief Executive Officer Wesley James Bolsen received three separate awards, each covering 300,000 RSUs, on October 1, 2025. Each RSU represents a contingent right to receive one common share, subject to its award terms.

What is the vesting schedule for one of CITR's RSU awards?

One 300,000-RSU award vests one-fourth on October 1, 2026; the remaining three-fourths vest equally each month over the following 36 months, with full vesting on October 1, 2029.

What conditions apply to CITR's annual KPI-based RSU award?

A separate 300,000-RSU award vests in four annual installments, with up to one-fourth vesting on each anniversary of October 1, 2025. Vesting is subject to continued service through each applicable date and achievement of annual KPIs mutually agreed upon by Bolsen and CitroTech.

What market-capitalization milestones apply to CITR's RSU award?

A separate 300,000-RSU award vests in four 75,000-RSU installments when CitroTech's market capitalization reaches and sustains levels above $150,000,000, $200,000,000, $250,000,000, and $300,000,000, respectively, for 30 consecutive days. Continued service through each applicable vesting date is also required.

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

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Available on EDGAR 10/05/2026 - 06:43 PM Accepted by SEC EDGAR 10/05/2026 - 06:42 PM 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^*

Bolsen Wesley James

(Last) (First) (Middle)

6400 S. FIDDLERS GREEN CIR.

SUITE 300

(Street)

GREENWOOD VILLAGE COLORADO 80111

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
CitroTech Inc. [ CITR ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025

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

X	Form filed by One Reporting Person
	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, par value $0.0001	10/01/2025		A		300,000	A	$0	300,000(1)	D
Common Stock, par value $0.0001	10/01/2025		A		300,000	A	$0	600,000(2)	D
Common Stock, par value $0.0001	10/01/2025		A		300,000	A	$0	900,000(3)(4)	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 securities reported in Column 5 of Table I are shares of common stock underlying restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of common stock, subject to the applicable vesting schedule and conditions of the applicable RSU award. The 300,000 RSUs reported in Column 5 vest with one-fourth of the RSUs vested on October 1, 2026 and the remaining three-fourths vesting equally on a monthly basis over the following 36 months until fully vested on October 1, 2029.

2. The securities reported in Column 5 of Table I are shares of common stock underlying RSUs. Each RSU represents a contingent right to receive one share of common stock, subject to the applicable vesting schedule and conditions of the applicable RSU award. The 300,000 RSUs reported in Column 5 vest in four annual installments, with up to one-fourth of the RSUs vesting on each anniversary of October 1, 2025, subject to the reporting person's continued service with the Issuer through each applicable vesting date and achievement of annual KPIs mutually agreed upon between the reporting person and the Issuer.

3. The securities reported in Column 5 of Table I are shares of common stock underlying RSUs. Each RSU represents a contingent right to receive one share of common stock, subject to the applicable vesting schedule and conditions of the applicable RSU award. The 300,000 RSUs reported in Column 5 vest in four installments upon achieving certain market capitalization thresholds and are subject to the reporting person's continued service with the Issuer through each applicable vesting date.

4. 75,000 RSUs vest for the reporting person when the Issuer's market capitalization reaches and sustains a market capitalization for 30 consecutive days above $150,000,000. 75,000 RSUs vest for the reporting person when the Issuer's market capitalization reaches and sustains a market capitalization for 30 consecutive days above $200,000,000. 75,000 RSUs vest for the reporting person when the Issuer's market capitalization reaches and sustains a market capitalization for 30 consecutive days above $250,000,000. 75,000 RSUs vest for the reporting person when the Issuer's market capitalization reaches and sustains a market capitalization for 30 consecutive days above $300,000,000.

	/s/ Wesley J. Bolsen	10/05/2026
	** 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)