OMCC Form 4: Director received 5,493 vested shares; large insider stake

Rhea-AI Filing Summary

OLD MARKET CAPITAL Corp (OMCC) reported an insider Form 4 showing Adam K. Peterson and affiliated entities received 5,493 vested shares on 10/06/2025 at no cash cost. Following the transaction, the reporting parties beneficially own 2,543,935 shares in total, representing their combined stake as director and >10% owner. The filing states the NASDAQ closing price on 10/06/2025 was $4.99, and the report was signed on 10/08/2025. The filing discloses the reporting structure: Mr. Peterson directly owns shares and is managing member of The Magnolia Group, LLC, the general partner of Magnolia Capital Fund, LP, which holds shares; both Mr. Peterson and The Magnolia Group disclaim beneficial ownership except to the extent of pecuniary interest.

Positive

• Director and 10% owner increased direct stake via 5,493 vested shares on 10/06/2025
• Combined beneficial ownership of 2,543,935 shares indicates substantial insider alignment with shareholders

Negative

• None.

Insights

Corporate Governance Analyst

Director issued vested shares increases insider alignment.

The issuance of 5,493 vested common shares to a director and >10% owner increases his direct economic stake and aligns management and shareholder interests. The total reported beneficial ownership of 2,543,935 shares signals substantial insider concentration.

This structure depends on the reported disclaimers of beneficial ownership and the distribution of ownership among entities; monitor any future transactions or filings within the next 30–90 days for additional grants or sales that would change insider concentration.

Equity Markets Specialist

Small immediate market impact; monitor potential selling pressure.

The vested award of 5,493 shares was issued at $0.00 and valued by market close at $4.99 per share on 10/06/2025, implying a nominal immediate paper value. Given the large aggregate insider stake, any future disposals could be meaningful to float and liquidity.

Watch subsequent Form 4 filings and block trades over the next quarter for indications of selling or further grants that would affect free float and share supply.

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^*

Peterson Adam K

(Last) (First) (Middle)

1601 DODGE STREET, SUITE 3300

(Street)

OMAHA NE 68102

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
OLD MARKET CAPITAL Corp [ OMCC ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
10/06/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	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	10/06/2025		P		5,493	A	$0.00(4)	2,543,935(1)(2)(3)	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

1. Name and Address of Reporting Person^*

Peterson Adam K

(Last) (First) (Middle)

1601 DODGE STREET, SUITE 3300

(Street)

OMAHA NE 68102

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

MAGNOLIA CAPITAL FUND, LP

(Last) (First) (Middle)

1601 DODGE STREET, SUITE 3300

(Street)

OMAHA NE 68102

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

MAGNOLIA GROUP, LLC

(Last) (First) (Middle)

1601 DODGE STREET

SUITE 3300

(Street)

OMAHA NE 68102

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. The reported shares are directly owned by Adam K. Peterson ("Mr. Peterson") and the Magnolia Capital Fund ("MCF"), of which The Magnolia Group, LLC ("TMG") is the general partner and investment manager. Mr. Peterson is the managing member of TMG. TMG and Mr. Peterson could both be deemed to share indirect beneficial ownership of the shares reported herein. Mr. Peterson serves as a director of the Issuer.

2. TMG and Mr. Peterson disclaim beneficial ownership except to the extent of their respective pecuniary interests therein, and this report shall not be deemed an admission of beneficial ownership of these securities for Section 16 or for any other purposes.

3. Mr. Peterson serves as a Director and is a 10% Owner of the Issuer.

4. These shares were awarded on 10/06/2025. 5,493 shares vested immediately. The closing stock price of the issuer's common stock reported on NASDAQ on 10/06/2025 was $4.99.

	Adam K. Peterson	10/08/2025
	Adam K. Peterson on behalf of the Magnolia Capital Fund, LP by its General Partner, The Magnolia Group, LLC	10/08/2025
	Adam K. Peterson, managing member on behalf of The Magnolia Group, LLC	10/08/2025
	** 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 OMCC insider Adam K. Peterson report on Form 4?

The report shows 5,493 vested common shares were issued on 10/06/2025 and the reporting parties now beneficially own 2,543,935 shares.

Was there a cash purchase price for the shares reported in OMCC Form 4?

No; the filing lists the transaction price as $0.00 for the 5,493 vested shares.

What was OMCC's closing stock price referenced in the Form 4?

The NASDAQ closing price on 10/06/2025 was reported as $4.99 per share.

Who are the reporting entities on the OMCC Form 4?

Reporting parties are Adam K. Peterson, Magnolia Capital Fund, LP, and The Magnolia Group, LLC; Peterson is managing member of The Magnolia Group, LLC.

Does the filing clarify beneficial ownership disclaimers?

Yes; The Magnolia Group and Mr. Peterson disclaim beneficial ownership except to the extent of their pecuniary interest, per the filing's explanatory notes.