Forum Markets (FRMM) holder discloses 10.99% stake after buybacks
Filing Impact
Filing Sentiment
Form Type
3
Rhea-AI Filing Summary
FORUM MARKETS Inc insider Brian James Pemble filed an initial Form 3 reporting beneficial ownership of 1,451,714 shares of Common Stock, equal to approximately 10.99% of the 13,210,145 shares outstanding as reported on June 29, 2026. The filing explains that his ownership percentage moved above 10% solely because the company reduced its outstanding shares through an ongoing share repurchase program, rather than through new share purchases by him. His most recent purchase occurred on April 17, 2026, when his ownership was still below 10%. The holdings are spread across a joint account with his spouse, retirement accounts, and 78,500 shares held directly, and are described as being held for investment purposes only, not to influence control of the company.
Positive
- None.
Negative
- None.
Insider Trade Summary
5 transactions reported
Mixed
5 txns
Insider
Pemble Brian James
Role
null
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Common Stock — 78,500 shares (Direct, null);
Common Stock — 371,303 shares (Indirect, Held in 401(k) account)
Footnotes (1)
- The Reporting Person's beneficial ownership of 1,451,714 shares of Common Stock represents approximately 10.99% of the 13,210,145 shares of Common Stock outstanding as reported in the Issuer's Current Report on Form 8-K filed with the Securities and Exchange Commission on June 29, 2026 (Accession No. 0001213900-26-073352). The Reporting Person's percentage ownership increased above 10% solely as a result of the reduction in the Issuer's outstanding shares effected through the Issuer's ongoing share repurchase program, and not as a result of any acquisition of additional shares by the Reporting Person. The Reporting Person's most recent purchase of the Issuer's Common Stock was completed on April 17, 2026, at which time the Reporting Person's percentage ownership was less than 10% The 665,000 shares reported as held indirectly in a joint account with the Reporting Person's spouse are held in a joint account with rights of survivorship (JTWROS). The Reporting Person and the Reporting Person's spouse share voting and dispositive power over the shares held in the JTWROS account. The Reporting Person's spouse holds 84,166 additional shares of the Issuer's Common Stock in an individual retirement account titled solely in the spouse's name. Those shares are not included in the beneficial ownership reported in this Form 3. The Reporting Person and the Reporting Person's spouse have been legally separated since 2024, proceedings for the dissolution of the marriage were filed in 2024 and remain pending, and the Reporting Person and the Reporting Person's spouse have maintained separate residences continuously since the date of separation. The Reporting Person has neither the power to vote or direct the voting of, nor the power to dispose or direct the disposition of, the 84,166 shares held in the spouse's individual retirement account, and has no direct or indirect pecuniary interest therein. The Rule 16a-1(a)(2)(ii)(A) presumption of household attribution is rebutted by these facts. The Reporting Person holds the Common Stock reported herein for investment purposes only and not with the purpose or effect of changing or influencing control of the Issuer.
Key Figures
Beneficial ownership: 1,451,714 shares
Ownership percentage: 10.99%
Shares outstanding: 13,210,145 shares
+5 more
8 metrics
Beneficial ownership
1,451,714 shares
Common Stock beneficially owned by reporting person
Ownership percentage
10.99%
Portion of Common Stock outstanding represented by beneficial ownership
Shares outstanding
13,210,145 shares
Common Stock outstanding as reported on June 29, 2026
Joint account holdings
665,000 shares
Held indirectly in joint account with spouse (JTWROS)
IRA holdings
62,067 shares
Held indirectly in individual retirement account
401(k) holdings
274,844 shares
Held indirectly in 401(k) account
Additional 401(k) holdings
371,303 shares
Held indirectly in another 401(k) account
Direct holdings
78,500 shares
Common Stock held directly by reporting person
Key Terms
beneficial ownership, share repurchase program, rights of survivorship (JTWROS), individual retirement account, +1 more
5 terms
beneficial ownership financial
"The Reporting Person's beneficial ownership of 1,451,714 shares of Common Stock represents approximately 10.99%"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
rights of survivorship (JTWROS) financial
"held in a joint account with rights of survivorship (JTWROS)"
individual retirement account financial
"The Reporting Person's spouse holds 84,166 additional shares ... in an individual retirement account"
Rule 16a-1(a)(2)(ii)(A) regulatory
"The Rule 16a-1(a)(2)(ii)(A) presumption of household attribution is rebutted by these facts"
FAQ
What stake in FORUM MARKETS Inc (FRMM) does Brian James Pemble report on this Form 3?
Brian James Pemble reports beneficial ownership of 1,451,714 shares of FORUM MARKETS Inc Common Stock, representing approximately 10.99% of the 13,210,145 shares outstanding. This establishes him as a ten percent owner under SEC rules.
What does the Form 3 say about Brian James Pemble’s intent regarding control of FORUM MARKETS Inc (FRMM)?
The filing states that Brian James Pemble holds the Common Stock for investment purposes only and not with the purpose or effect of changing or influencing control of FORUM MARKETS Inc, clarifying his stated intent as a passive holder.