Crisp Momentum Inc. SEC Filings

Crisp Momentum Inc. (CRSF): Schedule 13D/A Amendment No. 1 discloses an updated beneficial ownership position by Norman Hansen and Jakota Games & Reels SAS (JGR).

Based on 2,049,621,210 shares outstanding (per a Stock Purchase Agreement dated September 5, 2025), the filing states beneficial ownership of 445,606,941 shares, or 21.74%, of Crisp Momentum common stock. Mr. Hansen is the 100% owner of JGR and may be deemed the beneficial owner of these shares; he disclaims beneficial ownership except to the extent of his pecuniary interest.

The amendment notes that on October 3, 2025, JGR agreed with a non-affiliated third party to sell an aggregate of 39,054,494 shares of Crisp Momentum common stock in exchange for equity interests in a privately held company. No cash consideration was exchanged and the price per share was not determinable.

Crisp Momentum Inc. (CRSF) reported an insider transaction on Form 4. A director reported disposing of 39,054,494 shares of common stock on 10/03/2025 with transaction code J (other). The shares were exchanged for equity interests in a privately held company; no cash consideration was involved, and the price per share was noted as $0.001 based on the original purchase price due to the absence of an ascertainable fair market value.

Following the transaction, the filer reported 445,606,941 shares beneficially owned, held directly. The filing notes that Norman Hansen is the principal and ultimate beneficial owner of Jakota Games & Reels SAS and disclaims beneficial ownership except to the extent of his pecuniary interest.

Stockaccess SP Inc. and its sole owner Aleksandr Rubin reported acquiring $2,760,000 worth of common stock in Crisp Momentum Inc. on 10/01/2025, purchasing 500,000,000 shares at $0.00552 per share. The stake represents 24.39% of the issuer based on 2,049,621,210 shares outstanding as referenced in a Stock Purchase Agreement dated 9/05/2025. Funding included approximately $360,000 of Mr. Rubin’s personal funds and a $2.4M loan from Index Atlas AG at 5% interest with a 25-month term, repayable in cash or shares at Stockaccess’s option. Stockaccess agreed to a 180-day lock-up, after which it may sell up to 20% of the original shares each three-month period on a rolling basis.

Crisp Momentum Inc. reported an initial Form 3 showing that Stockaccess SP Inc. directly holds 500,000,000 shares of common stock, with Aleksandr Rubin disclosed as the principal and ultimate beneficial owner through his 100% ownership of Stockaccess SP Inc. The filing lists Mr. Rubin as a director and a >10% owner and includes his signed certification of the statement.

Crisp Momentum Inc. (CRSF) filed a Form 3 reporting that Aurion Prime Holdings Limited directly owns 500,000,000 common shares, with Chi Kong (Adrian) Cheng disclosed as an indirect beneficial owner through ownership of parent entities. The filing lists Mr. Cheng as a director and a 10% owner, and confirms the Form 3 was filed jointly by Aurion and Mr. Cheng. The statement includes the standard disclaimer that each reporting person disclaims beneficial ownership except to the extent of pecuniary interest.

Crisp Momentum Inc. received a Schedule 13D disclosing that a group of affiliated entities and an individual have acquired 500,000,000 shares of common stock, equal to 24.39% of the outstanding class based on 2,049,621,210 shares outstanding as of September 5, 2025. The shares were bought in a private transaction under a Private Transaction Agreement dated October 1, 2025, paid with working capital of the purchaser. The buyer group consists of Aurion Prime Holdings Limited, Almad Development Holdings Limited, Almad Group Limited and ultimate owner Chi Kong (Adrian) Cheng, who was appointed Chairman of the Board on October 3, 2025. A 180-day lock-up prevents sales during that period, after which up to 20% of the originally acquired shares may be sold each three-month rolling period. The filing states the purchasers may increase or decrease their position over time and disclaims present plans that would trigger major corporate actions.

Jakota Capital AG and affiliated reporting person Ricardo da Silva Oliveira disclosed insider sales of common stock in Crisp Momentum Inc. (CRSF). The Form 4 shows two sales on 10/01/2025, each of 500,000,000 shares, one at $0.0055 and one at $0.006. Following those transactions, the filing reports 738,560,284 and 238,560,284 shares beneficially owned, respectively, by Jakota Capital AG. The filing states the sales were "privately negotiated transactions" and notes that Mr. Oliveira may be deemed the ultimate beneficial owner of Jakota Capital AG's holdings. The Form 4 is signed and dated 10/03/2025.