Nakamoto insider share transactions reported

Nakamoto Inc. (symbol: NAKA) is the issuer of record for a Form 4 filing submitted to the SEC.

The filer has since corrected this document, so the figures below are the ones originally reported and some of them may have changed. Read the amended Form 4/A for what the company says now.

Rhea-AI Filing Summary

Nakamoto Inc. (symbol: NAKA) is the issuer of record for a Form 4 filing submitted to the SEC.

Insider Trade Summary

Grant/Award: 42,492 shares

Grant/Award 1 txn

Insider Dalton John Merritt

Role Chief Accounting Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock F1, F2	42,492	$0.00	$0.00

Holdings After Transaction: Common Stock — 81,862 shares (Direct)

Footnotes (2)

1. F1. Reflects restricted stock units ("RSUs") that shall time-vest over a 2-year period starting on December 8, 2026, with no vesting during the first twelve (12) months following December 8, 2026 (the "Cliff Period"), and thereafter fifty percent (50%) of the award shall vest upon completion of the Cliff Period, with the remaining fifty percent (50%) vesting in equal quarterly installments over the subsequent twelve (12) months, subject to the Reporting Person's continued employment or service with Nakamoto Inc. (the "Issuer") through each applicable vesting date.
2. F2. Effective May 22, 2026, the Issuer effected a 1-for-40 reverse stock split of the Issuer's common stock, par value $0.001 per share. The number of securities reported herein has been adjusted to reflect the reverse stock split.

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Available on EDGAR 08/28/2026 - 09:00 AM EDT Accepted by SEC EDGAR 08/27/2026 - 09:26 PM EDT 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^*

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)

	Director		10% Owner
X	Officer (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)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/27/2026		A		42,492(1)	D	$0.00	81,862(2)	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. Reflects restricted stock units ("RSUs") that shall time-vest over a 2-year period starting on December 8, 2026, with no vesting during the first twelve (12) months following December 8, 2026 (the "Cliff Period"), and thereafter fifty percent (50%) of the award shall vest upon completion of the Cliff Period, with the remaining fifty percent (50%) vesting in equal quarterly installments over the subsequent twelve (12) months, subject to the Reporting Person's continued employment or service with Nakamoto Inc. (the "Issuer") through each applicable vesting date.

2. Effective May 22, 2026, the Issuer effected a 1-for-40 reverse stock split of the Issuer's common stock, par value $0.001 per share. The number of securities reported herein has been adjusted to reflect the reverse stock split.

	/s/ Kyle Simon, as attorney-in-fact	08/27/2026
	** 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)