Odyssey Marine (OMEX) Director Reports 2.48M Indirect Shares and Subscription Right

Rhea-AI Filing Summary

Juan Antonio Carlos Cortina Gallardo, a director of Odyssey Marine Exploration, filed a Form 3 reporting indirect beneficial ownership of 2,481,819 shares of common stock through Capital Latinoamericano, S.A. de C.V., citing a Securities Purchase Agreement dated December 23, 2024. The filing clarifies he is the sole member and manager of Capital Latinoamericano and disclaims beneficial ownership except to the extent of his pecuniary interest.

The filing also reports a subscription right exercisable April 25, 2025 to purchase 2,428,747 shares at an exercise price of $1.10 per share, with an expiration date of July 31, 2025. The Form 3 lists the event date as 04/25/2025 and is signed on 08/13/2025.

Positive

• Disclosure of indirect beneficial ownership of 2,481,819 common shares through Capital Latinoamericano, S.A. de C.V.
• Reported subscription right to purchase 2,428,747 shares exercisable on 04/25/2025 at $1.10, expiring 07/31/2025
• Identification of legal relationship as sole member and manager of Capital Latinoamericano, clarifying ownership structure

Negative

• None.

Insights

Securities Analyst

TL;DR: Director disclosed an indirect stake of 2.48M shares and a large subscription right; this is a standard Section 16 initial disclosure.

The Form 3 documents initial beneficial ownership and derivative purchase rights arising from a Securities Purchase Agreement dated December 23, 2024. The filing is factual: it reports 2,481,819 common shares held indirectly and a subscription right for 2,428,747 shares exercisable on April 25, 2025 at $1.10, expiring July 31, 2025. Absent additional context on company capitalization or subsequent transactions, the disclosure should be treated as a routine compliance filing that notifies the market of potential share acquisition capacity and existing indirect holdings.

Corporate Governance Expert

TL;DR: Form 3 shows transparency about a director's indirect holdings via a related entity and includes a clear ownership disclaimer.

The reporting person identifies himself as sole member and manager of Capital Latinoamericano, S.A. de C.V., which holds the reported securities. The filing includes the customary disclaimer that he disclaims beneficial ownership except to the extent of pecuniary interest. The record also ties the securities to a Securities Purchase Agreement and documents the exercisable subscription right. This complies with Section 16 reporting and clarifies the legal form of ownership without asserting direct personal ownership.

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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:			3235-0104
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hours per response:			0.5

1. Name and Address of Reporting Person^*

Cortina Gallardo Juan Antonio Carlos

(Last) (First) (Middle)

MONTE CAUCASO 915-4

LOMAS DE CHAPULTEPC

(Street)

MEXICO CITY O5 11000

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/25/2025

3. Issuer Name and Ticker or Trading Symbol
ODYSSEY MARINE EXPLORATION INC [ OMEX ]

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

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

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock(1)	2,481,819	I	By Capital Latinoamericano, S.A. de C.V.(2)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Subscription Right	04/25/2025	07/31/2025	Common Stock	2,428,747(3)	$1.1	I	By Capital Latinoamericano, S.A. de C.V.(2)

Explanation of Responses:

1. Represents shares of the issuer's common stock issued pursuant to a Securities Purchase Agreement dated as of December 23, 2024 (the "SPA").

2. The reporting person is a sole member and manager of Capital Latinoamericano, S.A. de C.V., a Mexican company ("CapLat"). The reporting person disclaims any beneficial ownership of any shares held by CapLat except to the extent of his ultimate pecuniary interest.

3. Represents the right to purchase shares of the issuer's common stock pursuant to the SPA, which right to purchase became exercisable on April 25, 2025.

	/s/ Juan Antonio Carlos Cortina Gallardo	08/13/2025
	** 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 5 (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 the OMEX Form 3 filed by Juan Antonio Carlos Cortina Gallardo disclose?

The Form 3 discloses indirect ownership of 2,481,819 common shares via Capital Latinoamericano and a subscription right for 2,428,747 shares exercisable on 04/25/2025 at $1.10.

How does the reporting person hold the shares reported on OMEX Form 3?

The shares are reported as held indirectly by Capital Latinoamericano, S.A. de C.V.; the filer states he is sole member and manager of that entity and disclaims beneficial ownership except for pecuniary interest.

What are the terms of the subscription right disclosed on OMEX Form 3?

The subscription right is to purchase 2,428,747 common shares, became exercisable on 04/25/2025, expires on 07/31/2025, and has an exercise price of $1.10 per share.

What relationship does Juan Antonio Carlos Cortina Gallardo have with Odyssey Marine (OMEX)?

The Form 3 identifies the reporting person as a Director of Odyssey Marine Exploration, Inc.

When was the event requiring the Form 3 and when was the form signed?

The date of the event is listed as 04/25/2025 and the Form 3 is signed on 08/13/2025.