[Form 4] Dillards Inc. Insider Trading Activity

Rhea-AI Filing Summary

NewGenIvf Group Limited (symbol: NIVF) has filed a Form 6-K announcing a large change in its capital structure.

Key disclosures:

• Total shares outstanding: 4,324,565 (4,304,037 Class A; 20,528 Class B).
• Prior disclosure (3 Jun 2025): 1,050,840 shares. The new figure represents an increase of approximately 3,273,725 shares, or about 311 %.
• Reasons for the increase:
  • (i) Exercises of warrants and convertible notes by an existing holder.
  • (ii) Share issuances under the Company’s Common Shares Purchase Agreement with White Lion Capital, LLC.

No financial performance metrics, pricing details, or use-of-proceeds information were provided in this filing.

Positive

• Additional capital inflow likely received from warrant and convertible note exercises and the White Lion equity facility, potentially strengthening liquidity.

Negative

• Approx. 311 % dilution as share count jumps from 1.05 M to 4.32 M, materially reducing existing shareholders’ ownership and future EPS.
• Lack of pricing and proceeds details restricts investors’ ability to evaluate the transaction’s fairness and balance-sheet impact.

Insights

Equity Analyst

TL;DR: A 311 % share count jump is materially dilutive and likely negative for existing holders.

The filing reveals that NIVF has expanded its issued equity from 1.05 million to 4.32 million shares, primarily through warrant and convertible note exercises and draws on an equity standby facility with White Lion Capital. While these mechanisms inject cash, they do so at the cost of a four-fold dilution in ownership and EPS for current investors. The absence of price, cash proceeds, or intended capital deployment leaves the market unable to judge accretion versus dilution. Given the magnitude and lack of context, I classify the net impact as negative.

Corporate Governance Specialist

TL;DR: Significant equity issuance without detailed terms raises transparency and governance questions.

From a governance perspective, issuing over 3.2 million new shares—tripling the float—via warrant exercises and an equity purchase agreement is material. Best practice would include disclosure of exercise prices, discount rates, and board rationales. Their omission limits shareholders’ ability to assess fairness and long-term dilution effects. The impact is therefore considered negative to neutral, pending supplemental disclosure.

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^*

FREEMAN JAMES I

(Last) (First) (Middle)

1600 CANTRELL RD

(Street)

LITTLE ROCK AR 72201

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
DILLARD'S, INC. [ DDS ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2025

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 Class A	06/30/2025		G		60	D	$0	75,586	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:

	/s/ James I. Freeman	06/30/2025
	** 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).
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.

FAQ

How many NewGenIvf (NIVF) shares are now outstanding?

The filing states 4,324,565 shares are currently issued and outstanding.

By how much did NIVF increase its share count?

Total shares rose by 3,273,725, roughly a 311 % increase from the 1,050,840 disclosed on 3 Jun 2025.

What caused NewGenIvf’s share dilution?

The increase stems from (i) warrant and convertible note exercises and (ii) issuances under a Common Shares Purchase Agreement with White Lion Capital, LLC.

How many Class A versus Class B shares does NIVF have?

As of the filing, there are 4,304,037 Class A shares and 20,528 Class B shares outstanding.

Did the Form 6-K include earnings or financial results?

No. The document only updates the number of outstanding shares; it provides no earnings or financial performance data.