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Perfect Moment (PMNT) Director Vesting: 521,802 RSUs Increase Insider Stake

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Max Gottschalk, a director and >10% owner of Perfect Moment Ltd. (PMNT), received and immediately vested 521,802 restricted stock units (RSUs) on 08/26/2025, with a reported $0 acquisition price, increasing his direct common stock holdings to 574,722 shares. The filing shows additional indirect beneficial ownership: 3,479,491 shares held by Fermain Limited, 316,600 shares owned by his spouse Jane Gottschalk, and 2,064,447 shares (plus 344,797 Series AA preferred shares) held by Joachim Gottschalk & Associates Ltd., yielding substantial combined influence through affiliated entities and family interests. The RSUs are granted under the 2021 Equity Incentive Plan and are tied to performance criteria; footnotes state the RSUs represent contingent rights to common stock and that some shares are disclaimed except for pecuniary interest.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Director received a sizable, immediately vested RSU award increasing direct stake; ownership concentration remains high.

The filing documents an immediate vesting of 521,802 RSUs granted under the company equity plan and reported as acquired at $0, which raised Mr. Gottschalk's direct common stock to 574,722 shares. Material indirect holdings across controlled entities and family-related accounts total multiple millions of shares, indicating concentrated insider ownership. This transaction is dilutive in form but reflects compensation or alignment with shareholders rather than open-market buying or selling. Because the award vests immediately and is tied to non-stock price performance criteria, its economic impact depends on future performance outcomes and potential share issuance upon settlement. Overall, the event is noteworthy for ownership structure analysis but not an operational or liquidity event for the broader market.

TL;DR: Large insider grant and concentrated family-related holdings raise governance and control considerations for investors.

The Form 4 discloses that Mr. Gottschalk is both a director and a >10% owner and that several substantial holdings are held indirectly through related entities and family trusts, with disclaimers of beneficial ownership noted in the footnotes. The immediate vesting of RSUs awarded under the 2021 Equity Incentive Plan increases his direct holdings and underscores the importance of reviewing related-party control, voting alignment, and any shareholder approvals related to equity plans. These facts are governance-relevant but do not alone indicate misconduct or deviation from standard compensation practices; they do, however, reinforce that a small group likely exerts meaningful influence over corporate decisions.

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*
Gottschalk Max

(Last) (First) (Middle)
244 5TH AVENUE
SUITE 1219

(Street)
NEW YORK NY 10001

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Perfect Moment Ltd. [ PMNT ]
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)
08/26/2025
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(1) 08/26/2025 A 521,802(2) A $0 574,722 D
Common Stock 3,479,491 I By Fermain Limited(3)
Common Stock 316,600 I By Reporting Person's Spouse(4)
Common Stock 2,064,447 I By Joachim Gottschalk & Associates Ltd.(5)
Series AA Preferred Stock 344,797 I By Joachim Gottschalk & Associates Ltd.(5)
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
Restricted Stock Units(1) $0 08/26/2025 A 130,451(6) (7) (7) Common Stock 130,451 $0 130,451(8) D
Explanation of Responses:
1. Restricted stock units ("RSUs") granted pursuant to Issuer's 2021 Equity Incentive Plan, as amended. Such RSUs are common stock equivalents and represent a contingent right to receive common stock of Issuer upon vesting.
2. Such RSUs vested immediately upon grant.
3. Fermain Limited ("Fermain") is controlled by Reporting Person and his spouse, Jane Gottschalk, who share voting and dispositive control over Fermain's shares with no single person controlling investment or voting decisions with respect to such shares. Reporting Person disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein, if any. Inclusion of shares owned by Fermain shall not be deemed an admission that the Reporting Person is a beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended..
4. Shares owned by Reporting Person's spouse Jane Gottschalk. Reporting Person and his spouse each share voting and dispositive control over the shares of common stock beneficially owned by the other.
5. The Gottschalk Family Trust is the 100% owner of Joachim Gottschalk & Associates Ltd. and Credit Suisse Trust Limited is the Trustee of the Gottschalk Family Trust. Credit Suisse Trust Limited takes direction from the Reporting Person's Spouse, as a beneficiary of the Gottschalk Family Trust. The Reporting Person disclaims beneficial ownership of the shares reported herein except to the extent of his pecuniary interest therein, if any, and the inclusion of these shares in this report shall not be deemed an admission that the Reporting Person is a beneficial owner of the securities reported in this filing for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act").
6. Such RSUs are tied to satisfaction of certain performance criteria (other than the price of Issuer's common stock). Reporting Person may acquire shares of Issuer's common stock to the extent that the performance criteria are satisfied.
7. Not applicable. See footnote 6.
8. See footnote 6.
Remarks:
/s/ Max Gottschalk 08/28/2025
** 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.
PERFECT MOMENT LTD

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