Richard Nottenburg awarded 200K ChronoScale (CHRN) restricted shares

Rhea-AI Filing Summary

Nottenburg Richard N reported acquisition or exercise transactions in this Form 4 filing.

ChronoScale Corp reported that director Richard N. Nottenburg received a grant of 200,000 shares of restricted common stock on May 14, 2026. These shares were awarded at $0.00 per share as equity compensation, not as an open‑market purchase.

According to the vesting schedule, 100,000 restricted shares will vest on the first anniversary of the grant date and another 100,000 restricted shares will vest on the second anniversary. Vesting is conditioned on his continuous service with ChronoScale and may be adjusted or accelerated under certain conditions. After this grant, he directly holds 200,000 ChronoScale shares.

Insider Trade Summary

Net Buyer: 200,000 shares

Net Buy 1 txn

Insider Nottenburg Richard N

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	200,000	$0.00	$0.00

Holdings After Transaction: Common Stock — 200,000 shares (Direct)

Footnotes (1)

1. F1. Represents restricted shares of common stock of ChronoScale Corporation (the "Issuer") granted on May 14, 2026 (the "Grant Date") which vest as follows: (i) 100,000 restricted shares will vest on the one-year anniversary of the Grant Date; and (ii) 100,000 restricted shares will vest on the two-year anniversary of the Grant Date, subject to the Reporting Person's continuous service with the Issuer through the applicable vesting date and subject to adjustment or accelerated vesting upon certain conditions.

Key Figures

Restricted stock grant: 200,000 shares Grant price: $0.00 per share First vesting tranche: 100,000 shares +2 more

5 metrics

Restricted stock grant 200,000 shares Common stock awarded on May 14, 2026

Grant price $0.00 per share Equity compensation, not open-market purchase

First vesting tranche 100,000 shares Vest on one-year anniversary of May 14, 2026

Second vesting tranche 100,000 shares Vest on two-year anniversary of May 14, 2026

Shares held after grant 200,000 shares Total direct holdings following transaction

Key Terms

restricted shares, Grant Date, vest, continuous service, +1 more

5 terms

restricted shares financial

"Represents restricted shares of common stock of ChronoScale Corporation"

Restricted shares are company stock that cannot be sold or transferred immediately because they are subject to legal or contractual limits, such as a required holding period or performance conditions. They matter to investors because these locked-up shares can affect a company’s available stock for trading, future dilution, and insider incentives—imagine a gift that can’t be cashed until certain conditions are met, which changes when and how much supply can suddenly enter the market.

Grant Date financial

"granted on May 14, 2026 (the "Grant Date") which vest"

The grant date is the day a company formally gives an employee or contractor the right to receive stock-based compensation, such as stock options or restricted shares. It matters to investors because it fixes key terms—like the price, the start of the ownership clock, and when the award will affect the company’s financial statements and share count—so it can influence dilution, reported expenses, and potential future selling pressure.

vest financial

"which vest as follows: (i) 100,000 restricted shares will vest"

A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.

continuous service financial

"subject to the Reporting Person's continuous service with the Issuer"

accelerated vesting financial

"subject to adjustment or accelerated vesting upon certain conditions"

A contract feature that makes stock awards, options, or restricted shares become owned or exercisable earlier than the original schedule. It shortens or cancels the waiting period so recipients can sell, transfer, or exercise their equity sooner — think of a timed lock that is unlocked ahead of schedule. It matters to investors because it changes when shares enter the market, who controls them, and how much dilution or ownership concentration happens.

FAQ

What did ChronoScale (CHRN) disclose in this Form 4 filing?

ChronoScale disclosed that director Richard N. Nottenburg received a grant of 200,000 restricted shares of common stock on May 14, 2026. The award is equity compensation with no cash paid per share and includes a two-year time-based vesting schedule.

How many ChronoScale shares were granted to Richard Nottenburg?

Richard Nottenburg was granted 200,000 restricted shares of ChronoScale common stock. The filing states this entire amount was awarded on May 14, 2026, with vesting in two equal installments over two years, rather than being immediately fully owned and unrestricted.

What are the vesting terms for the new ChronoScale restricted shares?

The grant vests in two equal tranches of 100,000 restricted shares each. One tranche vests on the one-year anniversary of the May 14, 2026 grant date, and the second vests on the two-year anniversary, conditioned on continuous service and potential adjustment or acceleration events.

Did Richard Nottenburg pay cash for the 200,000 ChronoScale shares?

No, the 200,000 ChronoScale restricted shares were granted at $0.00 per share. This indicates they are part of an equity compensation package, not an open-market purchase, and their value to him depends on vesting and ChronoScale’s future share price performance.

How many ChronoScale shares does Richard Nottenburg hold after this grant?

After the transaction, Richard Nottenburg directly holds 200,000 shares of ChronoScale common stock. These shares are subject to the time-based vesting conditions described, so portions will become fully vested over the one- and two-year anniversaries of the May 14, 2026 grant date.

What conditions could affect vesting of the ChronoScale restricted shares?

Vesting requires Nottenburg’s continuous service with ChronoScale through each vesting date. The filing also notes the award is subject to adjustment or accelerated vesting upon certain conditions, which typically refer to events defined in the company’s equity plan or grant agreement.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 05/18/2026 - 06:00 PM Learn about SEC filing dates

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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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^*

Nottenburg Richard N

(Last) (First) (Middle)

3811 TURTLE CREEK BOULEVARD

SUITE 2100

(Street)

DALLAS TEXAS 75219

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
ChronoScale Corp [ CHRN ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/14/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/14/2026		A		200,000(1)	A	$0	200,000	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:

1. Represents restricted shares of common stock of ChronoScale Corporation (the "Issuer") granted on May 14, 2026 (the "Grant Date") which vest as follows: (i) 100,000 restricted shares will vest on the one-year anniversary of the Grant Date; and (ii) 100,000 restricted shares will vest on the two-year anniversary of the Grant Date, subject to the Reporting Person's continuous service with the Issuer through the applicable vesting date and subject to adjustment or accelerated vesting upon certain conditions.

	/s/ Jerome Wong as Attorney-in-Fact	05/18/2026
	** 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.
* Form 4: SEC 1474 (03-26)