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Jewett Cameron: Kotarba fund buys 176,006 shares

The fund retains options to purchase up to 562,528 additional shares through March 31, 2028.

(Neutral)

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Form Type
4

Rhea-AI Filing Summary

Jewett Cameron Trading Co. Ltd. (JCTC) shares were acquired by Kotarba Partners Fund I, LP, which received 176,006 common shares from The Oregon Community Foundation at $1.85 per share at the Initial Closing on September 28, 2026, settling its previously reported purchase obligation. The shares are held of record by the fund. Scott Kotarba, a director and ten-percent owner, is the managing member of the fund’s general partner and disclaims beneficial ownership except to the extent of his pecuniary interest; no Rule 10b5-1 plan is reported. The fund retains options to purchase up to 562,528 additional shares through March 31, 2028: 176,006 shares at $1.85 per share and up to 386,522 shares priced at 85% of the volume weighted average price for the 30 consecutive trading days ending on the last business day immediately before the applicable closing date, subject to a $1.85 minimum and $4.00 maximum.

Insider Kotarba Scott
Role Director, 10% Owner
Type Security Shares Price Value
Other Obligation to Buy (Initial Purchase) F3, F4, F2, F5 176,006 $0.00 $0.00
Other Common Stock F4, F1, F2 176,006 $1.85 $326K
Holdings After Transaction: Obligation to Buy (Initial Purchase) — 0 contracts (Indirect, By Kotarba Partners Fund I, LP); Common Stock — 176,006 shares (Indirect, By Kotarba Partners Fund I, LP)
Footnotes (5)
  1. F1. Represents 176,006 shares of common stock acquired by Kotarba Partners Fund I, LP from The Oregon Community Foundation at the Initial Closing on September 28, 2026, at a price of $1.85 per share, pursuant to the Purchase and Sale Agreement dated August 6, 2026 (the "Purchase Agreement"). The shares are held of record by Kotarba Partners Fund I, LP.
  2. F2. The securities reported herein are held of record by Kotarba Partners Fund I, LP. Kotarba Partners & Co, LLC is the general partner of Kotarba Partners Fund I, LP, and Scott Kotarba is the Managing Member of Kotarba Partners & Co, LLC. Mr. Kotarba 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 he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
  3. F3. Represents the previously reported obligation of Kotarba Partners Fund I, LP to purchase 176,006 shares of common stock at $1.85 per share at the Initial Closing under the Purchase Agreement, as reported on the Form 4 filed August 10, 2026.
  4. F4. The Initial Purchase obligation was settled on September 28, 2026 upon the consummation of the Initial Closing under the Purchase Agreement, at which time Kotarba Partners Fund I, LP acquired the underlying 176,006 shares of common stock as reflected in Table I above.
  5. F5. Following the Initial Closing reported on this Form, Kotarba Partners Fund I, LP retains options under the Purchase Agreement to purchase up to an additional 562,528 shares from The Oregon Community Foundation, exercisable through March 31, 2028. These consist of (i) an option to purchase 176,006 shares at $1.85 per share, and (ii) an option to purchase up to 386,522 shares at a price equal to 85% of the volume weighted average price of the Issuer's common stock as reported on Nasdaq for the thirty consecutive trading days ending on the last business day immediately prior to the applicable closing date, subject to a minimum price of $1.85 per share and a maximum price of $4.00 per share. These options were previously reported on the Form 4 filed August 10, 2026 and the Schedule 13D filed August 17, 2026.
Common shares acquired 176,006 shares By Kotarba Partners Fund I, LP at the Initial Closing on September 28, 2026.
Acquisition price $1.85 per share Price for the common shares acquired at the Initial Closing.
Fund holdings following transaction 176,006 shares Common shares held of record by Kotarba Partners Fund I, LP.
Additional options Up to 562,528 shares Options exercisable through March 31, 2028.
Fixed-price option 176,006 shares at $1.85 per share One option under the Purchase Agreement.
VWAP-based option Up to 386,522 shares; 85% of the volume weighted average price, with a $1.85 minimum and $4.00 maximum Price uses the 30 consecutive trading days ending on the last business day immediately before the applicable closing date.
Initial Closing financial
"at the Initial Closing on September 28, 2026"
Purchase and Sale Agreement financial
"pursuant to the 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
"at a price equal to 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.
pecuniary interest regulatory
"except to the extent of his pecuniary interest therein"

FAQ

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

How many JCTC shares did Kotarba Partners Fund I acquire, and at what price?

Kotarba Partners Fund I, LP acquired 176,006 shares of JCTC common stock from The Oregon Community Foundation at $1.85 per share at the Initial Closing on September 28, 2026. The shares are held of record by the fund.

What options does Kotarba Partners Fund I still hold for JCTC shares?

The fund retained options to purchase up to 562,528 additional shares through March 31, 2028. One option covers 176,006 shares at $1.85 per share; the other covers up to 386,522 shares at 85% of the volume weighted average price for the 30 consecutive trading days ending on the last business day immediately before the applicable closing date, with a $1.85 minimum and $4.00 maximum.

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

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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*
Kotarba Scott

(Last)(First)(Middle)
1827 BROKEN BEND DRIVE

(Street)
WESTLAKE TEXAS 76262

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
JEWETT CAMERON TRADING CO LTD [ JCTC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/30/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock09/30/2026J(4)176,006(1)A$1.85176,006IBy Kotarba Partners Fund I, LP(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Obligation to Buy (Initial Purchase)(3)$1.8509/30/2026J(4)176,00608/06/202609/30/2026Common Stock176,006$00IBy Kotarba Partners Fund I, LP(2)(5)
Explanation of Responses:
1. Represents 176,006 shares of common stock acquired by Kotarba Partners Fund I, LP from The Oregon Community Foundation at the Initial Closing on September 28, 2026, at a price of $1.85 per share, pursuant to the Purchase and Sale Agreement dated August 6, 2026 (the "Purchase Agreement"). The shares are held of record by Kotarba Partners Fund I, LP.
2. The securities reported herein are held of record by Kotarba Partners Fund I, LP. Kotarba Partners & Co, LLC is the general partner of Kotarba Partners Fund I, LP, and Scott Kotarba is the Managing Member of Kotarba Partners & Co, LLC. Mr. Kotarba 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 he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
3. Represents the previously reported obligation of Kotarba Partners Fund I, LP to purchase 176,006 shares of common stock at $1.85 per share at the Initial Closing under the Purchase Agreement, as reported on the Form 4 filed August 10, 2026.
4. The Initial Purchase obligation was settled on September 28, 2026 upon the consummation of the Initial Closing under the Purchase Agreement, at which time Kotarba Partners Fund I, LP acquired the underlying 176,006 shares of common stock as reflected in Table I above.
5. Following the Initial Closing reported on this Form, Kotarba Partners Fund I, LP retains options under the Purchase Agreement to purchase up to an additional 562,528 shares from The Oregon Community Foundation, exercisable through March 31, 2028. These consist of (i) an option to purchase 176,006 shares at $1.85 per share, and (ii) an option to purchase up to 386,522 shares at a price equal to 85% of the volume weighted average price of the Issuer's common stock as reported on Nasdaq for the thirty consecutive trading days ending on the last business day immediately prior to the applicable closing date, subject to a minimum price of $1.85 per share and a maximum price of $4.00 per share. These options were previously reported on the Form 4 filed August 10, 2026 and the Schedule 13D filed August 17, 2026.
Steven Taylor, Attorney-in-Fact for Scott S. Kotarba10/02/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

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