Mentor Capital (MNTR) CEO adds 2,400 shares, details preferred stake

Rhea-AI Filing Summary

Mentor Capital, Inc. Chief Executive Officer Chester Billingsley bought 2,400 shares of common stock in open‑market purchases at about $0.083 per share, increasing his direct holdings to 3,187,096 shares. The filing also lists his direct holdings of Series D warrants and Series Q preferred shares, which are convertible into common stock under defined terms.

Insider Trade Summary

Net Buyer: 2,400 shares ($200)

Net Buy 4 txns

Insider Billingsley Chester

Role Chief Executive Officer

Bought 2,400 shs ($199.52)

Type	Security	Shares	Price	Value
Purchase	Common Stock	800	$0.084	$67.20
Purchase	Common Stock	1,600	$0.0827	$132.32
holding	Series D Warrants	--	--	--
holding	Series Q Preferred Shares	--	--	--

Holdings After Transaction: Common Stock — 3,187,096 shares (Direct); Series D Warrants — 47,274 shares (Direct); Series Q Preferred Shares — 2,592,159 shares (Direct)

Footnotes (1)

1. Series Q Preferred Stock is convertible into Common Stock, at the option of the holder, at any time after the date of issuance of such share and prior to the of redemption of such share of Series Q Preferred Stock by the Company, into such number of fully paid and nonassessable shares of Common Stock as determined by dividing the Series Q Conversion Value by the Conversion Price at the time in effect for such share. The Series Q Preferred Shares can be converted into Common Stock at no additional cost. The Series Q Preferred Shares have no expiration date. The per share Series Q Conversion Value, as defined in the Certificate of Designation, shall be calculated by the Company at least once each calendar quarter. The per share Series Q Conversion Value shall be equal to the quotient of the Core Q Holdings Asset Value divided by the number of issued and outstanding shares of Series Q Preferred Stock. The Conversion Price of the Series Q Preferred Stock shall be at the product of one hundred and five percent and the closing price of the Common Stock of the Company on a date designated and published by the Company. On December 31, 2025, 11 Series Q Convertible Preferred Shares were eligible to be converted into 2,592,159 shares of the Company's Common Stock.

Form 4 Insider Transactions: What Each Field Means →

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^*

Billingsley Chester

(Last) (First) (Middle)

5964 CAMPUS COURT

(Street)

PLANO TX 75093

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Mentor Capital, Inc. [ MNTR ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

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
Common Stock	03/02/2026		P		1,600	A	$0.0827	3,186,296	D
Common Stock	03/04/2026		P		800	A	$0.084	3,187,096	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
Series D Warrants	$0.02							04/11/2000	05/11/2038	Common Stock	47,274		47,274	D
Series Q Preferred Shares	(1)							(1)	(1)	Common Stock	2,592,159		11(2)	D

Explanation of Responses:

1. Series Q Preferred Stock is convertible into Common Stock, at the option of the holder, at any time after the date of issuance of such share and prior to the of redemption of such share of Series Q Preferred Stock by the Company, into such number of fully paid and nonassessable shares of Common Stock as determined by dividing the Series Q Conversion Value by the Conversion Price at the time in effect for such share. The Series Q Preferred Shares can be converted into Common Stock at no additional cost. The Series Q Preferred Shares have no expiration date.

2. The per share Series Q Conversion Value, as defined in the Certificate of Designation, shall be calculated by the Company at least once each calendar quarter. The per share Series Q Conversion Value shall be equal to the quotient of the Core Q Holdings Asset Value divided by the number of issued and outstanding shares of Series Q Preferred Stock. The Conversion Price of the Series Q Preferred Stock shall be at the product of one hundred and five percent and the closing price of the Common Stock of the Company on a date designated and published by the Company. On December 31, 2025, 11 Series Q Convertible Preferred Shares were eligible to be converted into 2,592,159 shares of the Company's Common Stock.

	/s/ Chester Billingsley	03/04/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider activity did Mentor Capital (MNTR) report in this Form 4?

Mentor Capital reported that CEO Chester Billingsley purchased 2,400 shares of common stock in open‑market transactions. These buys modestly increased his direct ownership stake and reflect additional personal exposure to the company’s equity alongside existing warrant and preferred share holdings.

How many Mentor Capital (MNTR) shares does the CEO own after these trades?

After the reported open‑market purchases, CEO Chester Billingsley directly owns 3,187,096 shares of Mentor Capital common stock. This figure incorporates the 2,400 newly acquired shares and represents his direct equity position, excluding separate holdings of Series D warrants and Series Q preferred shares.

At what prices did the Mentor Capital (MNTR) CEO buy common stock?

Chester Billingsley bought 1,600 common shares at $0.0827 each and 800 common shares at $0.0840 each in open‑market transactions. These low share prices highlight trading around the penny‑stock range for Mentor Capital’s common equity during the reported dates.

What Series D warrant holdings does Mentor Capital (MNTR) disclose for the CEO?

The filing shows Chester Billingsley directly holding 47,274 Series D warrants after the reported date. While no new warrant transaction is detailed, this figure indicates an existing derivative position that could potentially convert into common stock subject to the specific warrant terms not described here.

How are Mentor Capital (MNTR) Series Q Preferred Shares convertible into common stock?

Series Q Preferred Stock is convertible into common shares at the holder’s option with no additional cost and no expiration date. Conversion is based on a Series Q Conversion Value and Conversion Price formula defined in the certificate of designation and recalculated at least once each calendar quarter.

What conversion example is provided for Mentor Capital (MNTR) Series Q Preferred Shares?

The disclosure states that on December 31, 2025, 11 Series Q Convertible Preferred Shares were eligible to be converted into 2,592,159 shares of Mentor Capital common stock. This example illustrates the potential conversion ratio under the formula then in effect for those preferred shares.