[Form 4] Sprott Focus Trust, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Mobix Labs, Inc. (Nasdaq: MOBX) filed an 8-K to disclose that on 26 June 2025 it issued a press release (Exhibit 99.1) announcing an unsolicited, non-binding stock-for-stock proposal to acquire Peraso Technologies Inc. (Nasdaq: PRSO).

Key disclosed terms:

• Mobix would issue newly-created MOBX Class A shares for every Peraso share.
• The exchange ratio is structured to deliver a 20 % premium to Peraso’s 30-day volume-weighted average closing price through 10 June 2025.

The filing is furnished under Item 7.01 (Regulation FD); therefore, it is not deemed filed for liability purposes under Section 18 of the Exchange Act. The document contains typical forward-looking-statement language that highlights execution, regulatory and market risks. No additional financial statements or pro-forma information are included.

Because the proposal is unsolicited and non-binding, completion of any transaction remains uncertain and depends on Peraso’s response, due-diligence outcomes, regulatory clearance and potential shareholder approval requirements.

Positive

• Strategic expansion initiative: Proposal targets complementary mmWave technology, potentially widening MOBX’s product offerings.
• No cash outlay indicated: All-stock structure preserves Mobix’s liquidity.

Negative

• Unsolicited & non-binding: High probability of rejection or protracted negotiations.
• Dilution risk: Additional MOBX shares will be issued; exact magnitude undisclosed.
• Lack of financial details: No pro-forma metrics or synergy quantification provided, limiting investor assessment.

Insights

M&A Specialist

TL;DR Non-binding bid offers PRSO 20 % premium; creates optionality but carries high execution and dilution risk for MOBX.

The 8-K signals Mobix’s strategic intent to expand via acquisition. A 20 % premium is within typical semiconductor small-cap takeover ranges and may attract Peraso’s shareholders; however, the unsolicited nature raises the probability of board resistance or competing bids. The all-stock structure preserves Mobix’s cash but dilutes existing owners; the extent of dilution is unknown because no exchange ratio or Peraso share count is provided. Absent deal protections, Peraso can negotiate or refuse, and Mobix may take a hostile route, elevating costs and timeline risks. Impact on valuation will hinge on perceived synergies in RF and millimeter-wave product lines once more specifics emerge.

Sell-side Semiconductor Analyst

TL;DR Proposal could broaden product portfolio, but lack of financial detail limits visibility into accretion or integration feasibility.

Strategically, combining Mobix’s wireless connectivity IP with Peraso’s mmWave ICs could enhance market reach in 5G/FWA niches. Yet investors have no data on Peraso’s revenue, margins or overlap costs in this filing, making synergy estimates speculative. The 20 % premium will be viewed favorably by PRSO holders but offsets come via MOBX share issuance. With no cash component, balance-sheet pressure is minimal, yet the shareholder base expands. Until Peraso engages or rejects, the disclosure is largely informative and has limited immediate financial impact on MOBX fundamentals.

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^*

GEORGE W WHITNEY

(Last) (First) (Middle)

C/O SPROTT ASSET MANAGEMENT USA INC.

320 POST ROAD, SUITE 230

(Street)

DARIEN CT 06820

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SPROTT FOCUS TRUST INC. [ FUND ]

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

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

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 Stock	06/30/2025		P		64,913	A	$7.41	7,931,254	D
Common Stock	06/30/2025		P		53,770	A	$7.41	3,166,625	I	Held by Spouse
Common Stock	06/30/2025		P		23,303	A	$7.41	1,372,363	I	Held by Trust(3)
Common Stock	06/30/2025		P		5,813	A	$7.41	342,383	I	Held by Trust(5)
Common Stock	06/30/2025		P		4,328	A	$7.41	254,928	I	Held by Trust(1)
Common Stock	06/30/2025		P		1,869	A	$7.41	110,094	I	Held by Trust(4)
Common Stock	06/30/2025		P		42,333	A	$7.41	2,493,025	I	Held by Foundation(2)

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. Shares held by a trust established for the benefit of Mr. George's immediate family member (the "BM Trust"). Mr. George serves as trustee of the BM Trust and, in such capacity, has investment and voting discretion over shares held by the BM Trust. Mr. George may be deemed to beneficially own the shares held by the BM Trust.

2. Shares held by The Meredith and Whitney George Foundation (the "Foundation"). Mr. George serves as the Chairman of the Foundation and, in such capacity, has investment and voting discretion over shares held by the Foundation.

3. Shares held by a trust established for the benefit of Mr. George's children. As beneficiaries of the trust, Mr. George's children have a pecuniary interest in the trust. Mr. George may be deemed to beneficially own the shares held by the trust.

4. Shares held by a trust established for the benefit of Mr. George's spouse. Mr. George serves as trustee of the trust and, in such capacity, has investment and voting discretion over shares held by the trust. As beneficiary of the trust, Mr. George's spouse has a pecuniary interest in the trust. Mr. George may be deemed to beneficially own the shares held by the trust.

5. Shares held by a trust established for the benefit of Mr. George's immediate family member (the "TM Trust"). Mr. George serves as trustee of the TM Trust and, in such capacity, has investment and voting discretion over shares held by the TM Trust. Mr. George may be deemed to beneficially own the shares held by the TM Trust.

Remarks:

Mr. George disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that Mr. George is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("1934 Act"), or for any other purpose. The purchases of shares of Sprott Focus Trust, Inc. were made pursuant to a dividend reinvestment plan that satisfies requirements of Rule 16a-11 under the 1934 Act. Rule 16a-11 exempts such transactions from Section 16 of the 1934 Act.

	/s/ W. Whitney George	07/02/2025
	** 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

What did Mobix Labs (MOBX) announce in the 8-K?

The company disclosed an unsolicited, non-binding stock-for-stock proposal to acquire Peraso Technologies at a 20 % premium.

Is the proposed acquisition of Peraso binding?

No. The offer is expressly non-binding and subject to negotiation and approvals.

How will Peraso shareholders be compensated?

They would receive newly issued MOBX Class A shares, with the exchange ratio providing a 20 % premium to Peraso’s 30-day average price.

Does the filing include financial statements or pro-forma data?

No. The 8-K furnishes only the press release; no financials or accretion/dilution analysis are included.

What are the main risks highlighted by Mobix?

Key risks include potential transaction failure, regulatory hurdles, and inability to realize expected synergies.