Kardigan (NASDAQ: KARD) fund boosts stake with 3.13M-share open-market buy

Rhea-AI Filing Summary

Kardigan, Inc. reported a large insider purchase by an affiliated investment fund. On June 22, 2026, HRTG PV, L.P., a ten percent owner, made an open‑market purchase of 3,125,000 shares of common stock at $16.00 per share, held indirectly. After this trade, HRTG PV, L.P. held 14,866,868 shares, and HRTG CIF 2024, L.P. held 2,050,166 shares. HRTG GPE, LLC is general partner of both funds, and its managing members Keith Johnson and Kevin Kelly disclaim beneficial ownership beyond any pecuniary interest.

Insider Trade Summary

Net Buyer: 3,125,000 shares ($50,000,000)

Net Buy 2 txns

Insider HRTG GPE, LLC, HRTG PV, L.P., HRTG CIF 2024, L.P., Kelly Kevin Anthony, Johnson Keith Bryon

Role null | null | null | null | null

Bought 3,125,000 shs ($50.00M)

Type	Security	Shares	Price	Value
Purchase	Common Stock	3,125,000	$16.00	$50.00M
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 14,866,868 shares (Indirect, HRTG PV, L.P.)

Footnotes (1)

1. [object Object]

Key Figures

Shares purchased: 3,125,000 shares Purchase price: $16.00 per share Post-trade holdings (HRTG PV, L.P.): 14,866,868 shares +2 more

5 metrics

Shares purchased 3,125,000 shares Open-market purchase of common stock on June 22, 2026

Purchase price $16.00 per share Price paid by HRTG PV, L.P. for Kardigan common stock

Post-trade holdings (HRTG PV, L.P.) 14,866,868 shares Indirect ownership after June 22, 2026 purchase

Holdings (HRTG CIF 2024, L.P.) 2,050,166 shares Indirect holding entry as of June 22, 2026

Net buy direction 3,125,000 net-buy shares Transaction summary shows net-buy activity in Form 4

Key Terms

open-market purchase, ten percent owner, beneficial ownership, general partner, +1 more

5 terms

open-market purchase financial

"made an open‑market purchase of 3,125,000 shares of common stock"

An open-market purchase is when an investor or a company buys shares on a public stock exchange at the going market price, rather than through a private deal. It matters to investors because these purchases change how many shares are available, can push the stock price up or signal confidence from large buyers, and often affect per-share metrics like earnings—think of it like someone buying lots of apples off a grocery shelf, reducing supply and potentially raising the price.

ten percent owner regulatory

"HRTG PV, L.P., a ten percent owner, made an open‑market purchase"

beneficial ownership regulatory

"disclaims beneficial ownership of the securities held directly"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

general partner financial

"HRTG GPE, LLC is the general partner of each of HRTG PV, L.P."

A general partner is the person or firm that runs an investment partnership and legally represents it — they make the day-to-day decisions, choose which assets to buy or sell, and are responsible for the partnership’s obligations. Investors care because the general partner’s judgment, risk-taking and fee and profit-sharing arrangements determine both the potential returns and the level of exposure to losses; think of the GP as the ship’s captain whose skill and honesty shape the voyage’s outcome.

pecuniary interest financial

"except to the extent of such person's pecuniary interest therein, if any"

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/24/2026 - 09:26 PM Accepted by SEC EDGAR 06/24/2026 - 09:26 PM Learn about SEC filing dates

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

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^*

HRTG GPE, LLC

(Last) (First) (Middle)

5237 HHR RANCH RD, SUITE 2

(Street)

WILSON WYOMING 83014

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Kardigan, Inc. [ KARD ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/22/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/22/2026		P		3,125,000	A	$16	14,866,868	I	HRTG PV, L.P.(1)
Common Stock								2,050,166	I	HRTG CIF 2024, L.P.(1)

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

1. Name and Address of Reporting Person^*

HRTG GPE, LLC

(Last) (First) (Middle)

5237 HHR RANCH RD, SUITE 2

(Street)

WILSON WYOMING 83014

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

HRTG PV, L.P.

(Last) (First) (Middle)

C/O HRTG GPE, LLC

5237 HHR RANCH RD, SUITE 2

(Street)

WILSON WYOMING 83014

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

HRTG CIF 2024, L.P.

(Last) (First) (Middle)

C/O HRTG GPE, LLC

5237 HHR RANCH RD, SUITE 2

(Street)

WILSON WYOMING 83014

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Kelly Kevin Anthony

(Last) (First) (Middle)

C/O HRTG GPE, LLC

5237 HHR RANCH RD, SUITE 2

(Street)

WILSON WYOMING 83014

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Johnson Keith Bryon

(Last) (First) (Middle)

C/O HRTG GPE, LLC

5237 HHR RANCH RD, SUITE 2

(Street)

WILSON WYOMING 83014

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. HRTG GPE, LLC ("HRTG") is the general partner of each of HRTG PV, L.P. and HRTG CIF 2024, L.P. Keith Johnson and Kevin Kelly each serve as a Managing Member of HRTG. Each of HRTG, Mr. Johnson and Mr. Kelly disclaims beneficial ownership of the securities held directly by HRTG PV, L.P. and HRTG CIF 2024, L.P., except to the extent of such person's pecuniary interest therein, if any.

	HRTG GPE, LLC, By: /s/ Kevin Anthony Kelly, Managing Member of HRTG GPE, LLC	06/24/2026
	HRTG PV, L.P., By: HRTG GPE, LLC, its General Partner, By: /s/ Kevin Anthony Kelly, Managing Member of HRTG GPE, LLC	06/24/2026
	HRTG CIF 2024, L.P., By: HRTG GPE, LLC, its General Partner, By: /s/ Kevin Anthony Kelly, Managing Member of HRTG GPE, LLC	06/24/2026
	By: /s/ Kevin Anthony Kelly	06/24/2026
	By: /s/ Keith Bryon Johnson	06/24/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Kardigan (KARD) report on June 22, 2026?

Kardigan reported an open-market purchase of 3,125,000 common shares at $16.00 per share by HRTG PV, L.P. The position is held indirectly and reflects activity by a ten percent owner associated with investment entities.

Who is HRTG PV, L.P. in relation to Kardigan (KARD)?

HRTG PV, L.P. is a ten percent owner of Kardigan’s common stock and reported buying 3,125,000 shares at $16.00. Its holdings are managed through HRTG GPE, LLC as general partner, with indirect ownership reported in the Form 4 filing.

How many Kardigan (KARD) shares does HRTG PV, L.P. hold after the transaction?

After the June 22, 2026 purchase, HRTG PV, L.P. holds 14,866,868 Kardigan common shares indirectly. This total reflects the updated ownership following the 3,125,000-share open-market acquisition reported in the Form 4 filing.

What are the Kardigan (KARD) holdings of HRTG CIF 2024, L.P.?

HRTG CIF 2024, L.P. is another ten percent owner entity and holds 2,050,166 Kardigan common shares indirectly. This position is disclosed as a holding entry in the Form 4, separate from the large open-market purchase by HRTG PV, L.P.

How are HRTG GPE, LLC, Keith Johnson, and Kevin Kelly linked to Kardigan (KARD) shares?

HRTG GPE, LLC is general partner of HRTG PV, L.P. and HRTG CIF 2024, L.P., which hold Kardigan shares. Keith Johnson and Kevin Kelly are managing members of HRTG GPE, LLC and disclaim beneficial ownership beyond any pecuniary interest in those fund holdings.

Was the Kardigan (KARD) insider transaction a purchase or sale?

The transaction was a purchase. HRTG PV, L.P. executed an open-market buy of 3,125,000 Kardigan common shares at $16.00 per share, increasing its indirectly held position to 14,866,868 shares, as disclosed in the Form 4 data.