OTH insider Brian S. John increases stake with 10,000-share buy

Rhea-AI Filing Summary

Off The Hook YS Inc. (OTH) filed a Form 4 showing an insider stock purchase by its CEO. Brian S. John, who is a director, officer (CEO) and 10% owner, bought 10,000 shares of common stock on 11/21/2025 at a price of $3.138 per share in an open-market purchase coded "P."

After this transaction, he beneficially owns 5,035,000 shares of common stock. This total includes 25,000 shares he purchased in the company’s initial public offering and 5,000,000 shares held by Off The Hook Acquisition Corp., an entity for which he is the control person, reflecting a significant aligned ownership stake.

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^*

John Brian

(Last) (First) (Middle)

1701 JEL WADE DRIVE

(Street)

WILMINGTON NC 28401

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
OFF THE HOOK YS INC. [ OTH ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
11/21/2025

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	11/21/2025		P		10,000(1)	A	$3.138(1)	5,035,000(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. Mr. John purchased 25,000 shares of Common Stock in the Company's initial public offering.

2. The balance of 5,000,000 shares of Common Stock are owned by Off The Hook Acquisition Corp. of which Brian John is the control person.

	/s/ Brian S. John	11/24/2025
	** 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 Off The Hook YS Inc. (OTH) report in this Form 4?

The filing reports that CEO, director and 10% owner Brian S. John purchased 10,000 shares of Off The Hook YS Inc. common stock on 11/21/2025 in an open-market transaction.

At what price did the OTH insider purchase shares and what was the transaction code?

Brian S. John bought the 10,000 shares at a price of $3.138 per share. The transaction is reported with code “P”, indicating an open-market or private purchase of non-derivative securities.

How many Off The Hook YS (OTH) shares does Brian S. John own after this transaction?

Following the reported purchase, Brian S. John beneficially owns 5,035,000 shares of Off The Hook YS Inc. common stock, all reported as directly owned.

How are Brian S. John’s holdings in OTH structured?

The total 5,035,000 shares include 25,000 shares of common stock he purchased in the company’s initial public offering and 5,000,000 shares held by Off The Hook Acquisition Corp., where he is the control person.

What is Brian S. John’s relationship to Off The Hook YS Inc. (OTH)?

Brian S. John is reported as a Director, CEO, and 10% Owner of Off The Hook YS Inc., indicating both management and significant shareholder roles.

Does this Form 4 involve any derivative securities for OTH?

No derivative security transactions are reported. The filing’s Table II for derivative securities contains no entries, and only common stock transactions are disclosed.