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Form 4 highlights the issuance of common stock to insider Phyllis W. Newhouse in connection with the closing of a previously-announced Business Combination Agreement dated March 18, 2024. Newhouse is both a Director and 10%+ shareholder of CID Holdco, Inc. (ticker DAIC). All reported transactions occurred on June 18, 2025 and involve only acquisitions; no dispositions were reported.
- Direct acquisition: 1,023,314 common shares at an effective price of $0.00.
- Indirect acquisition: 2,354,416 common shares held by ShoulderUp 2021 Trust, for which Newhouse serves as trustee.
- Total shares acquired: 3,377,730, bringing reported beneficial ownership to the same amount.
- Consideration: Shares were issued as part of the consummation of the business combination; therefore no cash changed hands.
- Ownership form: 1,023,314 shares held directly; 2,354,416 shares held indirectly through the trust.
The filing indicates that insider ownership has materially increased, aligning management interests with shareholders following the merger. Because the shares were issued without cash consideration, existing shareholders may experience dilution proportional to the new shares outstanding, but the document does not provide the company’s total share count to quantify this effect.