Envoy Medical Insider Filing: Large Disposal and Warrant Replacements Detailed

Rhea-AI Filing Summary

Envoy Medical, Inc. (COCH) insider filing by Glen A. Taylor reports multiple warrant amendments and related ownership disclosures. The filing shows Mr. Taylor as a director and >10% owner through direct holdings and indirect interests via Taylor Sports Group and GAT Funding, LLC. He disposed of 2,953,607 Class A shares and retains indirect and direct beneficial ownership positions: 2,526,058 shares indirectly and 4,810,384 shares indirectly via GAT Funding, LLC. The Form 4 documents cancellation of several "old" warrants and issuance of replacement warrants on 09/04/2025; replacement warrants are fully exercisable and, for several series, extend exercise expirations to 12/31/2028 while some near-term cancelled warrants show zero remaining post-transaction balances.

Positive

• Disclosure of all transactions and beneficial ownership via direct and indirect holdings provides transparency to shareholders
• Replacement warrants are fully exercisable, clarifying exercisability status and future dilution timing

Negative

• Large share disposal of 2,953,607 Class A shares by a >10% owner could increase free float in the near term
• Warrant cancellations and reissuances shift potential dilution to later expirations (e.g., many replacement warrants expire 12/31/2028), complicating near-term cap-table visibility

Insights

Corporate Governance Expert

TL;DR: Significant insider transactions and warrant amendments disclosed; demonstrates active capital-structure management by a large shareholder.

The Form 4 details a large disposal of Class A common stock alongside simultaneous warrant amendments that cancel older warrants and replace them with fully exercisable warrants with extended expirations in several series. The reporting person is a director and >10% owner, and the filings show both direct and indirect beneficial ownership through Taylor Sports Group and GAT Funding, LLC. For investors, this filing is notable for changes to the potential dilution schedule and timing of derivative exercisability because multiple large warrant tranches were amended and reissued with longer expiries. The report is factual and complete within the Form 4 scope; it does not provide proceeds, reasons for the transactions, or use of sale proceeds.

Securities Analyst

TL;DR: Insider sold a large block and restructured multiple warrants, altering near-term dilution profile.

The document records a disposal of 2,953,607 Class A shares and shows replacement warrants totaling multiple tranches (each 250k–750k and several 500k tranches) now fully exercisable with many replacement warrants expiring 12/31/2028. Several previously outstanding warrants show zero remaining after cancellation. This changes the timing of when underlying shares may be issued and could shift potential dilution from near-term expirations to later dates. The filing does not state cash amounts received from the share disposition or warrant amendments, so valuation impact cannot be calculated from the Form 4 alone.

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
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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^*

TAYLOR GLEN A

(Last) (First) (Middle)

C/O 4875 WHITE BEAR PARKWAY

(Street)

WHITE BEAR LAKE MN 55110

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Envoy Medical, Inc. [ COCH ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/04/2025

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
Class A Common Stock								2,953,607	D
Class A Common Stock								2,526,058	I	By Taylor Sports Group(1)
Class A Common Stock								4,810,384	I	By GAT Funding, LLC(2)

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
Series A Preferred Stock	$11.5							(3)	(3)	Class A Common Stock	869,565		1,000,000	I	GAT Funding, LLC(2)
Warrant (right to buy)	$1.24	09/04/2025		D(4)			500,000	(5)	02/27/2026	Class A Common Stock	500,000	(4)	0	I	GAT Funding, LLC(2)
Warrant (right to buy)	$1.24	09/04/2025		A(4)		500,000		(5)	12/31/2028	Class A Common Stock	500,000	(4)	500,000	I	GAT Funding, LLC(2)
Warrant (right to buy)	$3.04	09/04/2025		D(6)			250,000	(5)	02/27/2026	Class A Common Stock	250,000	(6)	0	I	GAT Funding, LLC(2)
Warrant (right to buy)	$3.04	09/04/2025		A(6)		250,000		(5)	12/31/2028	Class A Common Stock	250,000	(6)	250,000	I	GAT Funding, LLC(2)
Warrant (right to buy)	$2.25	09/04/2025		D(7)			250,000	(5)	02/27/2026	Class A Common Stock	250,000	(7)	0	I	GAT Funding, LLC(2)
Warrant (right to buy)	$2.25	09/04/2025		A(7)		250,000		(5)	12/31/2028	Class A Common Stock	250,000	(7)	250,000	I	GAT Funding, LLC(2)
Warrant (right to buy)	$2.97	09/04/2025		D(8)			500,000	(5)	08/27/2026	Class A Common Stock	500,000	(8)	0	I	GAT Funding, LLC(2)
Warrant (right to buy)	$2.97	09/04/2025		A(8)		500,000		(5)	12/31/2028	Class A Common Stock	500,000	(8)	500,000	I	GAT Funding, LLC(2)
Warrant (right to buy)	$2.2	09/04/2025		D(9)			500,000	(5)	08/27/2026	Class A Common Stock	500,000	(9)	0	I	GAT Funding, LLC(2)
Warrant (right to buy)	$2.2	09/04/2025		A(9)		500,000		(5)	12/31/2028	Class A Common Stock	500,000	(9)	500,000	I	GAT Funding, LLC(2)
Warrant (right to buy)	$1.35	09/04/2025		D(10)			750,000	(5)	03/11/2028	Class A Common Stock	750,000	(10)	0	I	GAT Funding, LLC(2)
Warrant (right to buy)	$1.35	09/04/2025		A(10)		750,000		(5)	12/31/2028	Class A Common Stock	750,000	(10)	750,000	I	GAT Funding, LLC(2)
Warrant (right to buy)	$1.48	09/04/2025		D(11)			750,000	(5)	06/26/2027	Class A Common Stock	750,000	(11)	0	I	GAT Funding, LLC(2)
Warrant (right to buy)	$1.48	09/04/2025		A(11)		750,000		(5)	12/31/2028	Class A Common Stock	750,000	(11)	750,000	I	GAT Funding, LLC(2)

Explanation of Responses:

1. The Reporting Person is the owner and chairman of Taylor Sports Group.

2. GAT Funding, LLC is an entity controlled by the Reporting Person.

3. Fully exercisable and there is no expiration date.

4. The two reported transactions involved an amendment of an outstanding warrant, resulting in the cancellation of the "old" warrant and the grant of a replacement warrant. The warrant was originally purchased on 2/27/2024 and is fully exercisable.

5. Fully exercisable.

6. The two reported transactions involved an amendment of an outstanding warrant, resulting in the cancellation of the "old" warrant and the grant of a replacement warrant. The warrant was originally granted on 5/23/2024 and is fully exercisable.

7. The two reported transactions involved an amendment of an outstanding warrant, resulting in the cancellation of the "old" warrant and the grant of a replacement warrant. The warrant was originally granted on 7/22/2024 and is fully exercisable.

8. The two reported transactions involved an amendment of an outstanding warrant, resulting in the cancellation of the "old" warrant and the grant of a replacement warrant. The warrant was originally granted on 8/27/2024 and is fully exercisable.

9. The two reported transactions involved an amendment of an outstanding warrant, resulting in the cancellation of the "old" warrant and the grant of a replacement warrant. The warrant was originally granted on 12/11/2024 and is fully exercisable.

10. The two reported transactions involved an amendment of an outstanding warrant, resulting in the cancellation of the "old" warrant and the grant of a replacement warrant. The warrant was originally granted on 3/11/2025 and is fully exercisable.

11. The two reported transactions involved an amendment of an outstanding warrant, resulting in the cancellation of the "old" warrant and the grant of a replacement warrant. The warrant was originally granted on 6/26/2025 and is fully exercisable.

	/s/ Andrew Nick as Attorney-in-Fact for Glen A. Taylor pursuant to a Power of Attorney previously filed	09/08/2025
	** 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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FAQ

What did Glen A. Taylor report on the Form 4 for COCH?

He reported a disposal of 2,953,607 Class A shares and multiple warrant amendments that cancelled old warrants and replaced them with fully exercisable replacement warrants on 09/04/2025.

How much Class A common stock does the filing show as beneficially owned after the transactions?

Indirect beneficial ownership includes 2,526,058 shares via Taylor Sports Group and 4,810,384 shares via GAT Funding, LLC; the Form 4 lists these holdings following the reported transactions.

Were any warrants affected and what changed?

Yes. Multiple warrants were cancelled and replaced; replacement warrants are fully exercisable and several series now show expirations of 12/31/2028 while the cancelled tranches show zero remaining.

Does the Form 4 disclose proceeds or reasons for the sales and warrant amendments?

No. The filing documents the transactions and amendments but does not state sale proceeds, consideration amounts, or the rationale for the transactions.

Who filed the Form 4 on behalf of Glen A. Taylor?

Andrew Nick signed as Attorney-in-Fact for Glen A. Taylor pursuant to a previously filed power of attorney, dated 09/08/2025.