Jewett Cameron (JCTC) investor details obligation and options on over 500k shares
Rhea-AI Filing Summary
JEWETT CAMERON TRADING CO LTD large shareholder Kotarba Scott, through Kotarba Partners Fund I, LP, reports an obligation and options relating to the issuer’s common stock. The fund is obligated to purchase 176,006 shares at $1.85 per share at an Initial Closing that had not occurred as of the reported date, so no voting or dispositive power existed over those shares then. In addition, the fund holds a Purchase Option exercisable through March 31, 2028 covering 176,006 shares at $1.85 per share and a further option linked to up to 386,522 shares with a price equal to 85% of the 30-day volume weighted average price, subject to a minimum of $1.85 and maximum of $4.00 per share. All positions are reported as indirect holdings of the reporting person, who disclaims beneficial ownership except to the extent of his pecuniary interest.
Positive
- None.
Negative
- None.
Insider Trade Summary
3 transactions reported
Mixed
3 txns
Insider
Kotarba Scott
Role
10% Owner
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| holding | Obligation to Buy (Initial Purchase) F1, F5, F2 | -- | -- | -- |
| holding | Purchase Option (right to buy) F3, F5, F2 | -- | -- | -- |
| holding | Purchase Option (right to buy) F3, F4, F5, F2 | -- | -- | -- |
Holdings After Transaction:
Obligation to Buy (Initial Purchase) — 176,006 shares (Indirect, By Kotarba Partners Fund I, LP);
Purchase Option (right to buy) — 562,528 shares (Indirect, By Kotarba Partners Fund I, LP)
Footnotes (5)
- F1. Represents the obligation of Kotarba Partners Fund I, LP to purchase 176,006 shares of common stock at a price of $1.85 per share at the Initial Closing under the Purchase and Sale Agreement described in footnote (3). The Initial Closing had not occurred as of the date of the event reported on this Form, and no Reporting Person held voting or dispositive power over such shares as of such date. The expiration date reported above is September 30, 2026, which is the date on which the Purchase and Sale Agreement terminates if the Initial Closing has not occurred by such date. That date may be extended by mutual written consent of Kotarba Partners Fund I, LP and The Oregon Community Foundation.
- F2. The securities underlying the derivative securities reported herein are held of record by The Oregon Community Foundation, as seller, and will be held of record by Kotarba Partners Fund I, LP upon the closing of the applicable purchase. Kotarba Partners & Co, LLC is the general partner of Kotarba Partners Fund I, LP, and the Reporting Person is the Managing Member of Kotarba Partners & Co, LLC. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the filing of this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
- F3. The Purchase Option was acquired pursuant to a Purchase and Sale Agreement dated August 6, 2026 between The Oregon Community Foundation, as seller, and Kotarba Partners Fund I, LP, as buyer. The Purchase Option is exercisable in whole or in part from time to time by written notice through March 31, 2028, with each closing to occur no later than ten business days following the date of the exercise notice. Each exercise of the Purchase Option must cover at least 50,000 shares, or all remaining shares if fewer than 50,000 remain available for purchase.
- F4. The exercise price is equal to eighty-five percent (85%) of the volume weighted average price of the Issuer's common stock as traded and reported on Nasdaq for the thirty (30) consecutive trading days ending on the last business day immediately prior to the applicable closing date, subject to a minimum purchase price of $1.85 per share and a maximum purchase price of $4.00 per share.
- F5. In the event the Issuer effects a stock split, reverse stock split, stock dividend, subdivision, combination, recapitalization, reclassification or similar event affecting its common stock, the number of shares subject to the Initial Purchase and the Purchase Option and each purchase price, including the minimum and maximum prices referenced in footnote (4), are subject to proportionate and equitable adjustment.
Key Figures
Initial purchase obligation shares: 176,006 shares
Initial purchase exercise price: $1.85 per share
Purchase option underlying shares (fixed price): 176,006 shares
+5 more
8 metrics
Initial purchase obligation shares
176,006 shares
Obligation to buy at the Initial Closing at $1.85 per share
Initial purchase exercise price
$1.85 per share
Price for 176,006 shares under the Initial Closing obligation
Purchase option underlying shares (fixed price)
176,006 shares
Purchase Option at $1.85 per share exercisable through March 31, 2028
Additional purchase option underlying shares
386,522 shares
Purchase Option exercisable through March 31, 2028 with VWAP-based pricing
VWAP discount rate
85%
Exercise price set at 85% of 30-day volume weighted average price
Minimum option price
$1.85 per share
Minimum per-share purchase price under VWAP-based Purchase Option
Maximum option price
$4.00 per share
Maximum per-share purchase price under VWAP-based Purchase Option
Initial purchase agreement termination date
September 30, 2026
Date on which the Purchase and Sale Agreement terminates if Initial Closing not completed
Key Terms
Purchase Option, Initial Closing, Purchase and Sale Agreement, volume weighted average price, +1 more
5 terms
Purchase Option financial
"The Purchase Option is exercisable in whole or in part from time to time"
A purchase option is a contractual right that lets one party buy an asset, property, or securities at a pre‑agreed price during a specified period. For investors it matters because it provides the chance to lock in the right to acquire something later without committing now—like reserving the option to buy a house at today’s price—so you can benefit if value rises while limiting immediate exposure.
Initial Closing financial
"at a price of $1.85 per share at the Initial Closing under the"
Purchase and Sale Agreement financial
"pursuant to a Purchase and Sale Agreement dated August 6, 2026"
A purchase and sale agreement is a legally binding contract that spells out exactly what is being bought or sold, the price, who must do what, the timeline, and any conditions that must be met before the deal closes — like a detailed recipe and checklist for a transaction. Investors care because this document determines when ownership or assets change hands, what risks or obligations remain, and which conditions (financing, approvals, inspections) could delay, alter, or void the deal and therefore affect a company’s value and stock price.
volume weighted average price financial
"equal to eighty-five percent (85%) of the volume weighted average price"
The volume weighted average price (VWAP) is a way to measure the average price of a security, such as a stock, over a specific period, taking into account how many units were traded at each price. It’s similar to calculating the average cost of items bought when some are more frequently purchased than others. Investors use VWAP to assess whether a security is being bought or sold at a fair price during trading.
stock split financial
"In the event the Issuer effects a stock split, reverse stock split, stock dividend"
A stock split increases the number of a company's shares by dividing each existing share into multiple new shares while reducing the price per share by the same proportion, so an investor's total value and ownership percentage stay the same. It matters because lower per-share prices can make trading easier and attract more buyers, similar to breaking a large chocolate bar into smaller pieces to make it easier to share, which can boost liquidity and market interest.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What did Kotarba Scott report in Form 3 for JEWETT CAMERON (JCTC)?
Kotarba Scott reported, via Kotarba Partners Fund I, LP, an obligation to buy 176,006 shares at $1.85 and purchase options over additional shares of JEWETT CAMERON common stock, all as indirect holdings.
How is the exercise price for the JEWETT CAMERON (JCTC) purchase option determined?
The exercise price equals 85% of the 30-day volume weighted average price of JEWETT CAMERON common stock, with a minimum of $1.85 and maximum of $4.00 per share at each applicable closing.
How are these JEWETT CAMERON (JCTC) interests held by the reporting person?
The interests are held of record by Kotarba Partners Fund I, LP. Kotarba Partners & Co, LLC is its general partner and the reporting person is managing member; he disclaims beneficial ownership beyond his pecuniary interest.