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Nakamoto corrects 42,492-share award to acquisition

The amendment corrects the original report's transaction classification from a disposition to an acquisition.

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Form Type
4/A

Rhea-AI Filing Summary

Nakamoto Inc.'s Chief Accounting Officer, John Merritt Dalton, acquired 42,492 shares of common stock on August 27, 2026, as a grant or award; the reported price was $0.0000 per share. He held 81,862 shares directly following the transaction. The amendment corrects a typographical error in the original Form 4: the transaction was an acquisition, not a disposition.

Insider Dalton John Merritt
Role Chief Accounting Officer
Type Security Shares Price Value
Grant/Award Common Stock F1 42,492 $0.00 $0.00
Holdings After Transaction: Common Stock — 81,862 shares (Direct)
Footnotes (1)
  1. F1. This amendment is being filed to correct an inadvertent typographical error in Table I of the original Form 4, filed August 27, 2026, in which the ownership form codes were incorrectly listed as "Disposed Of (D)," rather than "Securities Acquired (A)." This amendment corrects such detail in Table I to reflect the acquisition of securities.
Shares acquired 42,492 shares Grant or award acquisition on August 27, 2026
Reported price per share $0.0000 per share Acquisition on August 27, 2026
Direct shares following transaction 81,862 shares Following the August 27, 2026 acquisition
Table I technical
"in Table I of the original Form 4"
ownership form codes technical
"the ownership form codes were incorrectly listed"
Securities Acquired technical
"rather than "Securities Acquired""

FAQ

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How many shares did NAKA's chief accounting officer acquire?

John Merritt Dalton, Nakamoto Inc.'s Chief Accounting Officer, acquired 42,492 shares of common stock on August 27, 2026. His directly held shares following the transaction totaled 81,862.

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*
Dalton John Merritt

(Last)(First)(Middle)
300 10TH AVE SOUTH

(Street)
NASHVILLE TENNESSEE 37203

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Nakamoto Inc. [ NAKA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Accounting Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/27/2026
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)
08/27/2026
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 Stock08/27/2026A42,492A(1)$0.0081,862D
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
Explanation of Responses:
1. This amendment is being filed to correct an inadvertent typographical error in Table I of the original Form 4, filed August 27, 2026, in which the ownership form codes were incorrectly listed as "Disposed Of (D)," rather than "Securities Acquired (A)." This amendment corrects such detail in Table I to reflect the acquisition of securities.
/s/ Kyle Simon, as attorney-in-fact10/08/2026
** 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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