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Debt-for-equity swap: DevvStream (DEVS) director-linked entity converts note into 2.53M shares

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

DevvStream Corp. director-associated entity Focus Impact Partners, LLC converted its convertible promissory notes into equity. On the reported date, the notes were fully converted into 2,526,405 Common Shares at a per share conversion price of $0.9026. These shares are held indirectly, with the reporting person identified as a manager of Focus Impact Partners, LLC. Following the conversion, the filing shows indirect ownership of 2,526,405 Common Shares and no remaining position in the reported convertible promissory notes.

Positive

  • None.

Negative

  • None.

Insights

Director-linked entity converts debt into 2.53M DevvStream shares.

The filing shows an entity associated with director Wray T. Thorn converting a Convertible Promissory Note into 2,526,405 DevvStream Corp. Common Shares at $0.9026 per share. This is coded as a derivative security conversion rather than an open-market purchase or sale.

The transactionSummary lists one derivative exercise of 2,526,405 shares, and the derivativeSummary is empty, indicating the reported note position was fully converted. Total Common Shares following the transaction are 2,526,405 held indirectly as “Manager of FIP.”

No cash proceeds or market trades are described; the economic change is a shift from creditor to shareholder exposure for the reporting structure. From an investment perspective, this looks like a structural capital change rather than a directional trading signal by the individual insider.

SEC Form 4
FORM 4UNITED 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*
THORN WRAY T

(Last)(First)(Middle)
1345 AVENUE OF THE AMERICAS, 33RD FLOOR

(Street)
NEW YORK NEW YORK 10105

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
DevvStream Corp. [ DEVS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/13/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Shares03/13/2026C2,526,405A$0.90262,526,405(1)I(1)Manager of FIP
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Convertible Promissory Note(1)$0.902603/13/2026C2,526,405(1) (1) (1)Common Shares2,526,405$0.90260I(1)Manager of FIP
Explanation of Responses:
1. Focus Impact Partners, LLC ("FIP") provided consulting services to the Issuer and loaned funds to the Issuer, pursuant to two convertible promissory notes. FIP and Issuer entered into a Conversion Agreement to convert all amounts owed into 2,526,405 Common Shares at a per share price of $0.9026. FIP is controlled by Carl Stanton and the reporting person.
/s/ Julio C. Esquivel as Attorney-In-Fact for Reporting Person03/20/2026
** Signature of Reporting PersonDate
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)

FAQ

What insider transaction did DevvStream Corp. (DEVS) report for Wray T. Thorn?

DevvStream reported that an entity associated with director Wray T. Thorn converted a Convertible Promissory Note into 2,526,405 Common Shares. The transaction is classified as a derivative security conversion, not an open-market trade, and results in indirect equity ownership through Focus Impact Partners, LLC.

How many DevvStream (DEVS) shares were acquired in the latest Form 4 filing?

The Form 4 shows the conversion of debt into 2,526,405 DevvStream Common Shares. These shares were received by converting amounts owed under convertible promissory notes at a per share price of $0.9026, rather than by buying shares in the open market.

What was the conversion price in the DevvStream (DEVS) insider note conversion?

The convertible promissory notes were converted into 2,526,405 Common Shares at a per share price of $0.9026. This price comes from a Conversion Agreement between DevvStream and Focus Impact Partners, LLC, which had previously provided consulting services and loans to the company.

Who actually holds the DevvStream (DEVS) shares from this Form 4 transaction?

The 2,526,405 Common Shares are held by Focus Impact Partners, LLC, which is controlled by Carl Stanton and the reporting person. The Form 4 lists the reporting person’s ownership as indirect, with the nature of ownership described as “Manager of FIP.”

Did the DevvStream (DEVS) insider transaction involve any remaining derivative securities?

The transaction converted the entire reported Convertible Promissory Note position into Common Shares, with 2,526,405 underlying shares. The filing’s derivative summary is empty after this exercise, indicating no remaining position in the reported convertible notes for this insider relationship.
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