Hadron Energy (HDRN) nuclear officer reports 499,900 common shares
Rhea-AI Filing Summary
Hadron Energy, Inc. Chief Nuclear Officer Ross T. Ridenoure filed an initial ownership report showing 499,900 shares of Common Stock held directly. These shares were received in exchange for 10,000 Hadron shares in connection with the merger of Hadron into a subsidiary of GigCapital7 Corp., under the exchange ratio in their business combination agreement.
Additional shares were acquired under a Restricted Stock Purchase Award Agreement dated February 13, 2026, which gives the company a right of repurchase that lapses over time. The repurchase right on one tenth of the shares lapsed at the merger closing on May 22, 2026, with further portions scheduled to lapse on August 29, 2026 and monthly thereafter as vesting continues.
Positive
- None.
Negative
- None.
Insider Trade Summary
1 transaction reported
Mixed
1 txn
Insider
Ridenoure Ross T
Role
Chief Nuclear Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Common Stock — 499,900 shares (Direct)
Footnotes (2)
- F1. Received by the reporting person in exchange for 10,000 shares of Hadron Energy, Inc. ("Hadron") held by reporting person in connection with the merger of Hadron into a subsidiary of GigCapital7 Corp. (the "Company") (the "Merger") pursuant to the exchange ratio set forth in the business combination agreement between Hadron and the Company. The acquisition of these shares is an exempt transaction under Rule 16b-3, promulgated by the U.S. Securities and Exchange pursuant to the Securities and Exchange Act of 1934, as amended.
- F2. These shares were acquired pursuant to a Restricted Stock Purchase Award Agreement dated February 13, 2026, and are subject to a right of repurchase by the Company which shall lapse in accordance with the vesting schedule. Effective as of the closing of the Merger, on May 22, 2026, the right of repurchase with respect to one tenth (1/10) of the shares lapsed. On August 29, 2026, the right of repurchase with respect to an additional one-fourth (1/4) shall lapse. Beginning the end of September 2026 and continuing at the end of each full month thereafter, the right of repurchase with respect to one-forty eighth (1/48) of the shares shall lapse until such time as the Company no longer has a right of repurchase as a result of the full vesting of the shares.
Key Figures
Common shares held: 499,900 shares
Shares exchanged in merger: 10,000 shares
Merger closing date: May 22, 2026
+5 more
8 metrics
Common shares held
499,900 shares
Common Stock directly owned after reported holdings
Shares exchanged in merger
10,000 shares
Hadron shares exchanged for Hadron Energy, Inc. shares
Merger closing date
May 22, 2026
Date when one tenth of repurchase right lapsed
Restricted stock agreement date
February 13, 2026
Date of Restricted Stock Purchase Award Agreement
Next vesting milestone
August 29, 2026
Additional one-fourth repurchase right scheduled to lapse
Initial vesting fraction
1/10 of shares
Repurchase right lapsed at merger closing
Second vesting fraction
1/4 of shares
Repurchase right scheduled to lapse on August 29, 2026
Ongoing vesting fraction
1/48 of shares
Repurchase right lapses monthly from end of September 2026
Key Terms
Rule 16b-3, Restricted Stock Purchase Award Agreement, right of repurchase, business combination agreement, +1 more
5 terms
Rule 16b-3 regulatory
"The acquisition of these shares is an exempt transaction under Rule 16b-3, promulgated by the U.S. Securities and Exchange"
Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.
Restricted Stock Purchase Award Agreement financial
"These shares were acquired pursuant to a Restricted Stock Purchase Award Agreement dated February 13, 2026"
right of repurchase financial
"and are subject to a right of repurchase by the Company which shall lapse in accordance with the vesting schedule"
business combination agreement regulatory
"pursuant to the exchange ratio set forth in the business combination agreement between Hadron and the Company"
A business combination agreement is a detailed contract that lays out the terms for two companies to join together—covering price, how ownership will be split, the steps needed to close the deal, and what each side promises to do or avoid before closing. For investors it matters because the agreement determines potential changes in value, control, timing, and risk exposure—think of it like the playbook for a merger that shows who wins, who pays, and what could still derail the plan.
exchange ratio financial
"pursuant to the exchange ratio set forth in the business combination agreement between Hadron and the Company"
The exchange ratio is the number used to decide how many shares of one company you get for each share you own in another company during a merger or acquisition. It’s like a recipe that tells you how to swap shares fairly, ensuring both companies’ values are balanced. This ratio matters because it determines how ownership divides between the companies' shareholders.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What did Hadron Energy (HDRN) report in Ross Ridenoure’s Form 3 filing?
Ross T. Ridenoure reported owning 499,900 Hadron Energy common shares. The Form 3 shows these shares are held directly and represent his initial reported ownership position as Chief Nuclear Officer following the Hadron merger and related equity awards.
Does Ross Ridenoure’s Form 3 show any stock options or other derivatives in Hadron Energy (HDRN)?
No derivative securities are listed in the Form 3 excerpt. The filing only reports common stock holdings and does not show any remaining options, warrants, or other derivative positions for Ridenoure.