JFB Insider Filing: 10,000 Class A Shares Issued to Director

Rhea-AI Filing Summary

Nelson B. Garcia, a director of JFB Construction Holdings (JFB), received 10,000 shares of Class A common stock on 06/30/2025 under the JFB Construction Holdings 2024 Equity Incentive Plan. The shares were issued at a price of $0 and are held directly, leaving the reporting person with 10,000 shares following the transaction. The grant was approved by the Board of Directors upon recommendation of the Compensation Committee.

The Form 4 was signed by Mr. Garcia on 08/20/2025 and reports this non-derivative equity award; no derivative securities or other transactions are disclosed on the form.

Insights

Financial Analyst

TL;DR: Director received a 10,000-share equity grant; this appears routine compensation with no immediate cash proceeds.

The filing documents a non-derivative issuance of 10,000 Class A shares to a director under the company's 2024 Equity Incentive Plan dated 06/30/2025. The grant was issued at $0, indicating a standard equity award rather than a purchase. The position remains a direct ownership of 10,000 shares. For investors, this is a routine insider compensation disclosure and does not, by itself, signal material change to company capital structure or control.

Corporate Governance Expert

TL;DR: This is a governance disclosure of a Board-approved equity grant; it reflects typical director compensation practice.

The Form 4 shows Board and Compensation Committee approval for an equity incentive award to a director. The form lists no additional arrangements, derivative instruments, or transfers. Filing and signature dates are provided, satisfying Section 16 reporting requirements. This disclosure is procedural and aligns with common governance practices for director alignment via equity grants.

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

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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^*

Garcia Nelson B.

(Last) (First) (Middle)

20283 STATE RD. 7

SUITE 106

(Street)

BOCA RATON FL 33498

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
JFB Construction Holdings [ JFB ]

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

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

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
Class A Common Stock	06/30/2025		A		10,000(1)	A	$0	10,000	D

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. The shares reported here were issued to the reporting person pursuant to the JFB Construction Holdings 2024 Equity Incentive Plan, as approved by the Board of Directors upon recommendation of the Compensation Committee, on June 30, 2025.

	/s/ Nelson B. Garcia	08/20/2025
	** 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 transaction did Nelson B. Garcia report on Form 4 for JFB?

The Form 4 reports the issuance of 10,000 shares of Class A common stock to Nelson B. Garcia on 06/30/2025.

Under what plan were the shares issued?

The shares were issued pursuant to the JFB Construction Holdings 2024 Equity Incentive Plan, approved by the Board and recommended by the Compensation Committee.

What was the price reported for the shares and how many shares does Garcia own after the transaction?

The reported price was $0 and the reporting person beneficially owns 10,000 shares following the transaction.

What is Nelson B. Garcia's relationship to JFB?

Nelson B. Garcia is reported as a Director of JFB Construction Holdings.

When was the Form 4 signed and filed by the reporting person?

The Form 4 bears the reporting person's signature dated 08/20/2025.