Major Nomadar (NOMA) shareholder issued 415,935 new shares at $4.66

Rhea-AI Filing Summary

Nomadar Corp. reported that major shareholder Sport City Cadiz S.L. acquired 415,935 shares of common stock on February 24, 2026. The shares were issued directly by Nomadar at $4.66 per share pursuant to a previously signed contribution agreement, rather than bought on the open market.

After this transaction, Sport City Cadiz S.L. held 7,648,946 common shares of Nomadar Corp.

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^*

Sport City Cadiz S.L.

(Last) (First) (Middle)

C/O NOMADAR CORP.

5015 HIGHWAY 59 N

(Street)

MARSHALL TX 75670

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Nomadar Corp. [ NOMA ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/24/2026

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	02/24/2026		P(1)		415,935	A	$4.66	7,648,946	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. On February 24, 2026, pursuant to a contribution agreement between the Issuer and the Reporting Person (RP), dated November 1, 2024, as amended on June 12, 2025, the Issuer issued the RP 415,935 shares of common stock. The shares were issued at $4.66 per share, in accordance with Nasdaq rules. Manuel Ignacio Diaz Charlo has voting and dispositive power with respect to the shares held by the RP. Manuel Ignacio Diaz Charlo disclaims Section 16 beneficial ownership of the securities held by the RP, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose.

	/s/ Manuel Ignacio Diaz Charlo	03/03/2026
	** 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.

FAQ

What did Sport City Cadiz S.L. do in the latest Nomadar (NOMA) Form 4?

Sport City Cadiz S.L. acquired 415,935 Nomadar common shares. The issuer granted these shares at $4.66 each under a contribution agreement, increasing the holder’s position to 7,648,946 shares following the transaction.

At what price were the new Nomadar (NOMA) shares issued to Sport City Cadiz S.L.?

Nomadar issued the 415,935 new common shares at $4.66 per share. The issuance occurred under a contribution agreement and was stated to be in accordance with Nasdaq rules, rather than through an open-market purchase.

How many Nomadar (NOMA) shares does Sport City Cadiz S.L. hold after this transaction?

Following the February 24, 2026 issuance, Sport City Cadiz S.L. holds 7,648,946 Nomadar common shares. This reflects the addition of 415,935 newly issued shares under the contribution agreement between the company and the reporting shareholder.

Was the Nomadar (NOMA) Form 4 transaction an open-market purchase?

Although coded as a purchase, the footnote explains Nomadar directly issued 415,935 shares to Sport City Cadiz S.L. under a contribution agreement. This means the shares were not bought in the open market but issued by the company.

Who has voting and dispositive power over the Nomadar (NOMA) shares held by Sport City Cadiz S.L.?

The filing states that Manuel Ignacio Diaz Charlo has voting and dispositive power over the shares held by Sport City Cadiz S.L. He disclaims beneficial ownership except for any pecuniary interest, limiting how the holding is treated for Section 16 purposes.