Neostellar CEO buys 5,000 shares at $7.91

Neostellar Capital Corp.’s CEO increased his beneficial stake through a 5,000-share open-market purchase.

Rhea-AI Filing Summary

Neostellar Capital Corp. (NSLR) director and Chairman/CEO/President Mark D. Klein purchased 5,000 shares of common stock on September 21, 2026 in an open-market transaction at a weighted-average price of $7.91 per share. Following this purchase, he reports beneficial ownership of 1,763,796 shares, including shares held by his spouse and previously granted restricted shares that are now fully vested but subject to a lock-up agreement.

Insider Trade Summary

Net Buyer: 5,000 shares

Net Buy 1 txn

Insider Klein Mark D

Role Chairman, CEO and President

Bought 5,000 shs ($40K)

Type	Security	Shares	Price	Value
Purchase	Common Stock F1, F2	5,000	$7.91	$40K

Holdings After Transaction: Common Stock — 1,763,796 shares (Direct)

Footnotes (2)

1. F1. The price reported in Column 4 is a weighted-average price, rounded to the nearest hundredth. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, Neostellar Capital Corp. (the "Company"), or a security holder of the Company, full information regarding the number of shares purchased at each separate price.
2. F2. This total includes (i) 837,686 shares of the Company's common stock owned by Mr. Klein's spouse, which may be deemed to be beneficially owned by Mr. Klein; (ii) restricted shares granted under the SuRo Capital Corp. Amended and Restated 2019 Equity Incentive Plan on December 15, 2023, December 10, 2024 and May 16, 2025; and (iii) restricted shares granted under the SuRo Capital Corp. Second Amended and Restated 2019 Equity Incentive Plan on November 21, 2025 and June 12, 2026. On June 15, 2026, in connection with the stockholders' approval of the Company's externalization and the Board's approval of the acceleration of vesting of all unvested restricted shares, such plans were terminated and the Reporting Person entered into a lock-up agreement. Such shares are fully vested but remain subject to transfer restrictions under the lock-up agreement that expire on the dates such shares otherwise would have vested.

Key Figures

Shares purchased: 5,000 shares Purchase price: $7.91 per share Shares beneficially owned after transaction: 1,763,796 shares +2 more

5 metrics

Shares purchased 5,000 shares Open-market purchase on September 21, 2026

Purchase price $7.91 per share Weighted-average price for the September 21, 2026 trades

Shares beneficially owned after transaction 1,763,796 shares Total reported holdings after the September 21, 2026 purchase

Spouse’s shares included in total 837,686 shares Shares owned by Mr. Klein’s spouse that may be deemed beneficially owned by him

Net buy shares in this filing 5,000 shares Net purchase reported across all transactions in the Form 4

Key Terms

weighted-average price, beneficially owned, restricted shares, lock-up agreement

4 terms

weighted-average price financial

"The price reported in Column 4 is a weighted-average price, rounded"

Weighted-average price is the average of multiple prices where each price is counted according to its size or importance—larger trades carry more weight than smaller ones, like averaging course grades by credit hours. It matters to investors because it gives a more realistic picture of the true price paid or received, helping assess trade execution, compare performance, calculate cost basis, and value positions more accurately than a simple average.

beneficially owned financial

"shares of the Company's common stock owned by Mr. Klein's spouse, which may be deemed to be beneficially owned"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

restricted shares financial

"restricted shares granted under the SuRo Capital Corp. Amended and Restated 2019 Equity Incentive Plan"

Restricted shares are company stock that cannot be sold or transferred immediately because they are subject to legal or contractual limits, such as a required holding period or performance conditions. They matter to investors because these locked-up shares can affect a company’s available stock for trading, future dilution, and insider incentives—imagine a gift that can’t be cashed until certain conditions are met, which changes when and how much supply can suddenly enter the market.

lock-up agreement financial

"the Reporting Person entered into a lock-up agreement. Such shares are fully vested but remain subject to transfer restrictions"

A lock-up agreement is a contract that prevents company insiders and early investors from selling their shares for a fixed period after a stock sale, often after an initial public offering. It matters to investors because it temporarily limits the number of shares that can hit the market, which can keep the share price steadier; when the lock-up ends, a sudden increase in available shares can create extra volatility, revealing insiders’ confidence or lack thereof.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did NSLR report for Mark D. Klein?

Mark D. Klein, Neostellar Capital Corp.’s Chairman, CEO and President, purchased 5,000 shares of common stock on September 21, 2026 in an open-market transaction at a weighted-average price of $7.91 per share.

How many NSLR shares does Mark D. Klein beneficially own after this transaction?

After the purchase, Mark D. Klein reports beneficial ownership of 1,763,796 shares of Neostellar Capital Corp. common stock, including 837,686 shares owned by his spouse and various fully vested restricted shares from prior equity incentive plans.

Was the NSLR insider purchase made under a Rule 10b5-1 trading plan?

The filing indicates that the transaction was not made under a Rule 10b5-1 trading plan, as the related checkbox is shown as false and no footnote states that a trading plan applied.

What is meant by the weighted-average price in the NSLR Form 4?

The reported price of $7.91 per share is a weighted-average price for multiple trades on September 21, 2026. Mark D. Klein undertakes to provide full information on the number of shares purchased at each separate price upon request.

Are all of Mark D. Klein’s NSLR shares freely tradable?

No. While the filing states that certain restricted shares are now fully vested, they remain subject to transfer restrictions under a lock-up agreement, expiring on the dates those shares otherwise would have vested.

How are Klein’s spouse’s NSLR holdings treated in this Form 4?

The total reported beneficial ownership of 1,763,796 shares includes 837,686 shares owned by Mark D. Klein’s spouse, which the filing states may be deemed to be beneficially owned by him.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/22/2026 - 02:27 PM Accepted by SEC EDGAR 09/22/2026 - 02:26 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^*

Klein Mark D

(Last) (First) (Middle)

C/O NEOSTELLAR CAPITAL CORP.

640 FIFTH AVENUE, 12TH FLOOR

(Street)

NEW YORK NEW YORK 10019

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Neostellar Capital Corp. [ NSLR ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman, CEO and President

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/21/2026

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	09/21/2026		P		5,000	A	$7.91(1)	1,763,796(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. The price reported in Column 4 is a weighted-average price, rounded to the nearest hundredth. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, Neostellar Capital Corp. (the "Company"), or a security holder of the Company, full information regarding the number of shares purchased at each separate price.

2. This total includes (i) 837,686 shares of the Company's common stock owned by Mr. Klein's spouse, which may be deemed to be beneficially owned by Mr. Klein; (ii) restricted shares granted under the SuRo Capital Corp. Amended and Restated 2019 Equity Incentive Plan on December 15, 2023, December 10, 2024 and May 16, 2025; and (iii) restricted shares granted under the SuRo Capital Corp. Second Amended and Restated 2019 Equity Incentive Plan on November 21, 2025 and June 12, 2026. On June 15, 2026, in connection with the stockholders' approval of the Company's externalization and the Board's approval of the acceleration of vesting of all unvested restricted shares, such plans were terminated and the Reporting Person entered into a lock-up agreement. Such shares are fully vested but remain subject to transfer restrictions under the lock-up agreement that expire on the dates such shares otherwise would have vested.

	/s/ Mark D. Klein	09/22/2026
	** 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)