Happen officer to sell 8,400 shares, ~$148K

Happen, Inc. (HAPN) reports that officer Jordan Cheng has filed a Rule 144 notice to sell up to 8,400 shares of common stock held at Charles Schwab, with an estimated aggregate market value of $147,504 as of September 3, 2026.

Rhea-AI Filing Summary

Happen, Inc. (HAPN) reports that officer Jordan Cheng has filed a Rule 144 notice to sell up to 8,400 shares of common stock held at Charles Schwab, with an estimated aggregate market value of $147,504 as of September 3, 2026. The shares were acquired on November 25, 2023 through a restricted stock lapse categorized as equity compensation. The notice also lists prior Rule 144 sales over the past three months, each for 5,500 shares.

Key Figures

Shares to be sold: 8,400 shares Estimated aggregate market value: $147,504.00 Shares outstanding: 115,407,464 shares +4 more

7 metrics

Shares to be sold 8,400 shares Common stock covered by the Rule 144 notice

Estimated aggregate market value $147,504.00 Value of 8,400 shares as of September 3, 2026

Shares outstanding 115,407,464 shares Happen, Inc. common stock listed in the Rule 144 securities information table

Prior sale 1 5,500 shares for $96,030.00 Sale on June 10, 2026 for the account of Jordan Cheng

Prior sale 2 5,500 shares for $114,694.00 Sale on July 1, 2026 for the account of Jordan Cheng

Acquisition date of shares November 25, 2023 Date of restricted stock lapse categorized as equity compensation

Date of notice September 3, 2026 Date the Rule 144 notice was signed and filed

Key Terms

Rule 144, restricted stock, equity compensation

3 terms

Rule 144 regulatory

"See the definition of "person" in paragraph (a) of Rule 144."

Rule 144 is a U.S. securities regulation that sets conditions under which restricted or insider-held shares can be legally resold to the public, such as required holding periods, availability of public information, limits on how much can be sold at once, and certain filing requirements. For investors it matters because it determines when previously locked-up shares can enter the market — like a release valve that can increase supply, affect share price, and signal insider intent.

restricted stock financial

"Common | 11/25/2023 | Restricted Stock Lapse |"

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

equity compensation financial

"11/25/2023 | Equity Compensation"

Equity compensation is pay given to employees, executives or contractors in the form of company ownership—such as stock, stock options or restricted shares—rather than just cash. It matters to investors because it can align workers' incentives with shareholders (like paying someone in slices of the same pie they help grow), but it also increases the number of shares outstanding and company expenses, affecting ownership percentages and earnings per share.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What does the Form 144 filing disclose for HAPN?

It discloses that officer Jordan Cheng has filed a Rule 144 notice to sell up to 8,400 shares of Happen, Inc. common stock, with an estimated market value of $147,504 as of September 3, 2026, plus prior sales during the past three months.

How many Happen, Inc. (HAPN) shares are proposed to be sold under this Form 144?

The notice contemplates the sale of up to 8,400 shares of Happen, Inc. common stock. A remark states that these shares on this filing may be sold over various days, rather than in a single transaction.

What is the estimated value of the HAPN shares covered by this Form 144?

The filing lists an estimated aggregate market value of $147,504.00 for the 8,400 Happen, Inc. common shares to be sold, based on information as of September 3, 2026 on Nasdaq.

What prior sales has the insider reported for HAPN in the last three months?

The filing reports two prior sales: 5,500 shares on June 10, 2026 for $96,030.00, and 5,500 shares on July 1, 2026 for $114,694.00, both involving Happen, Inc. common stock sold for the account of Jordan Cheng.

When were the HAPN shares proposed for sale originally acquired?

The shares proposed for sale were acquired on November 25, 2023 through a restricted stock lapse categorized as equity compensation, according to the securities-to-be-sold section.

What does the Form 144 say about how the HAPN shares may be sold?

A remark states that the shares on this filing may be sold over various days, indicating potential sales in multiple transactions rather than all at once.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/03/2026 - 04:02 PM EDT Accepted by SEC EDGAR 09/03/2026 - 04:01 PM EDT Learn about SEC filing dates

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK	0001998222
Filer CCC	XXXXXXXX
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer	Happen, Inc.
SEC File Number	001-36771
Address of Issuer	88 KEARNY ST SUITE 600 SAN FRANCISCO CALIFORNIA 94108
Phone	415-930-7440
Name of Person for Whose Account the Securities are To Be Sold	Cheng Jordan
See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.
Relationship to Issuer	Officer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Charles Schwab & Co., Inc. 3000 Schwab Way Westlake TX 76262	8400	147504.00	115407464	09/03/2026	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	11/25/2023	Restricted Stock Lapse	LendingClub Corporation			8400	11/25/2023	Equity Compensation

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Jordan Cheng 88 KEARNY ST SUITE 600 SAN FRANCISCO CA 94108	Happen, Inc.	06/10/2026	5500	96030.00
Jordan Cheng 88 KEARNY ST SUITE 600 SAN FRANCISCO CA 94108	Happen, Inc.	07/01/2026	5500	114694.00

144: Remarks and Signature

Remarks	Shares on this filing may be sold over various days.
Date of Notice	09/03/2026
Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1	05/07/2026
ATTENTION:
The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.
Signature	Jordan Cheng
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)