Oceanhawk director gains stake in 50K founder shares

Oceanhawk Acquisition Corp. (OHAC) director Joseph Durnford reported an indirect acquisition tied to 50,000 Class B Ordinary Shares (founder shares) on 2026-08-17.

Rhea-AI Filing Summary

Oceanhawk Acquisition Corp. (OHAC) director Joseph Durnford reported an indirect acquisition tied to 50,000 Class B Ordinary Shares (founder shares) on 2026-08-17. He received membership interests in Oceanhawk Acquisition I Sponsor, LLC at a $0.004 per-share nominal price, reflecting these founder shares. The filing states these shares are held by the sponsor LLC, and Durnford has no right to control the LLC or vote or dispose of its securities, leaving him with 50,000 shares reported as indirect holdings.

Insider Trade Summary

Other: 50,000 shares

Other 1 txn

Insider Durnford Joseph

Role Director

Type	Security	Shares	Price	Value
Other	Class B Ordinary Shares F1, F2	50,000	$0.004	$200.00

Holdings After Transaction: Class B Ordinary Shares — 50,000 shares (Indirect, By Oceanhawk Acquisition I Sponsor, LLC)

Footnotes (2)

1. F1. Represents Class B Ordinary Shares (founder shares) held indirectly through membership interests in Oceanhawk Acquisition I Sponsor, LLC. The reporting person received membership interests reflecting the number of founder shares indicated, at a nominal purchase price. The reporting person has no right to control Oceanhawk Acquisition I Sponsor, LLC or vote or dispose of any securities held by it.
2. F2. Transaction coded "J" because the acquisition represents a grant of membership interests by Oceanhawk Acquisition I Sponsor, LLC to the reporting person, which does not correspond to any other available transaction code.

Key Figures

Shares acquired indirectly: 50,000 Class B Ordinary Shares Transaction price per share: $0.004 Total holdings after transaction: 50,000 Class B Ordinary Shares

3 metrics

Shares acquired indirectly 50,000 Class B Ordinary Shares Founder shares reflected by membership interests granted on 2026-08-17

Transaction price per share $0.004 Nominal purchase price associated with the 50,000 founder shares

Total holdings after transaction 50,000 Class B Ordinary Shares Indirect position reported following the membership interest grant

Key Terms

Class B Ordinary Shares, founder shares, membership interests, indirectly

4 terms

Class B Ordinary Shares financial

"Represents Class B Ordinary Shares (founder shares) held indirectly"

Class B ordinary shares are a type of ownership stake in a company that typically come with different voting rights or privileges compared to other share classes. For investors, they represent a way to hold part of the company’s value and influence its decisions, often with fewer voting rights than Class A shares. Understanding these shares helps investors assess their level of control and potential returns within a company.

founder shares financial

"Represents Class B Ordinary Shares (founder shares) held indirectly"

Founder shares are the ownership stakes given to the people who start a company, often with extra voting power or protections compared with ordinary shares. For investors, they matter because founders’ control and incentives influence decisions about strategy, hiring, and whether the company sells or stays independent — like a family that keeps majority voting rights in a household decision. High founder ownership can mean stable leadership but also a risk that outside shareholders have less influence.

membership interests financial

"The reporting person received membership interests reflecting the number"

An ownership stake in a limited liability company (LLC) that represents a holder’s share of the business’s profits, losses, and decision-making power. Think of it like a slice of the company’s pie and a seat at its management table: it determines how much money the owner can receive and how much influence they have over company choices. Investors care because these interests affect returns, control, transferability, and tax treatment.

indirectly financial

"Shares (founder shares) held indirectly through membership interests"

FAQ

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

What insider transaction did OHAC director Joseph Durnford report on this Form 4?

He reported an indirect acquisition linked to 50,000 Class B Ordinary Shares (founder shares). These arose from a grant of membership interests in Oceanhawk Acquisition I Sponsor, LLC, rather than a direct market purchase of Oceanhawk Acquisition Corp. shares.

How many Oceanhawk Acquisition Corp. (OHAC) founder shares are associated with this Form 4 filing?

The filing reports membership interests reflecting 50,000 Class B Ordinary Shares, described as founder shares. These shares are held by Oceanhawk Acquisition I Sponsor, LLC, with Joseph Durnford reporting them as indirect holdings through his membership interests in the sponsor entity.

What price is reported for Joseph Durnford’s OHAC-related acquisition on this Form 4?

The transaction reflects a $0.004 per-share nominal purchase price for the interests tied to 50,000 Class B Ordinary Shares. The footnote describes this as a nominal purchase price for the membership interests granted in the sponsor LLC holding the founder shares.

Does Joseph Durnford have voting or investment control over the OHAC founder shares in this Form 4?

According to the filing, he has no right to control Oceanhawk Acquisition I Sponsor, LLC or vote or dispose of any securities it holds. His reported position reflects membership interests, not direct voting or dispositive power over the founder shares.

Why is the OHAC Form 4 transaction coded "J" for Joseph Durnford?

The transaction uses code "J" because it is a grant of membership interests by Oceanhawk Acquisition I Sponsor, LLC, which does not match other standard Form 4 codes. It is categorized as an "other" acquisition or disposition related to entity restructuring-type activity.

What is Joseph Durnford’s reported OHAC share position after this Form 4 transaction?

Following the transaction, his reported indirect holdings total 50,000 Class B Ordinary Shares. These are founder shares held by Oceanhawk Acquisition I Sponsor, LLC, and his interest is through membership interests in that sponsor, without direct voting or dispositive authority.

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

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Available on EDGAR 08/18/2026 - 04:12 PM Accepted by SEC EDGAR 08/18/2026 - 04:11 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^*

Durnford Joseph

(Last) (First) (Middle)

515 MADISON AVENUE, 8TH FLOOR

(Street)

NEW YORK NEW YORK 10022

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Oceanhawk Acquisition Corp. [ OHAC ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/17/2026

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
Class B Ordinary Shares(1)	08/17/2026		J(2)		50,000	A	$0.004(1)	50,000	I	By Oceanhawk Acquisition I Sponsor, LLC(1)

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. Represents Class B Ordinary Shares (founder shares) held indirectly through membership interests in Oceanhawk Acquisition I Sponsor, LLC. The reporting person received membership interests reflecting the number of founder shares indicated, at a nominal purchase price. The reporting person has no right to control Oceanhawk Acquisition I Sponsor, LLC or vote or dispose of any securities held by it.

2. Transaction coded "J" because the acquisition represents a grant of membership interests by Oceanhawk Acquisition I Sponsor, LLC to the reporting person, which does not correspond to any other available transaction code.

	/s/ Joseph Durnford	08/17/2026
	** 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)