Trust-linked entity converts Perfect Moment (PMNT) preferred into stock

Rhea-AI Filing Summary

Perfect Moment Ltd. insider Jane Gottschalk, a director, president and 10% owner, reported changes in indirect and direct holdings of the company’s common stock. On January 15, 2026, an entity associated with her, Joachim Gottschalk & Associates Ltd., acquired 4,271,486 shares of common stock through the automatic conversion of previously held 12% Series AA Convertible Preferred Stock, at a conversion formula referenced in the filing, with no cash price per share shown.

Following this conversion, that entity held 6,335,933 common shares in total. Separate indirect holdings are reported as 3,479,491 shares through Fermain Limited and 774,722 shares through her spouse, with each party sharing voting and dispositive control as described in the footnotes. Jane Gottschalk also reports 566,600 common shares held directly. The filing notes that she disclaims beneficial ownership beyond any pecuniary interest.

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

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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 Jane

(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
X	Officer (give title below)		Other (specify below)
	President

3. Date of Earliest Transaction (Month/Day/Year)
01/15/2026

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
Series AA Preferred Stock	01/15/2025		J(1)		344,797	D	$0	0	I	By Joachim Gottshcalk & Associates Ltd.(2)
Common Stock	01/15/2026		J(3)		4,271,486	A	(4)	6,335,933	I	By Joachim Gottschalk & Associates Ltd.(2)
Common Stock								3,479,491	I	By Fermain Limited.(5)
Common Stock								774,722	I	By Spouse.(6)
Common Stock								566,600	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. Conversion of shares of preferred stock of Issuer held by Joachim Gottschalk and Associates, which was automatically convertible into shares of common stock of Issuer pursuant to the provisions of the Certificate of Designation of the 12% Series AA Convertible Preferred Stock, as amended.

2. 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 Reporting Person as a beneficiary of the Gottschalk Family Trust. The Reporting Person disclaims beneficial ownership of the shares reported herein except to the extent of her 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").

3. Shares acquired pursuant to the automatic conversion of 12% Series AA Convertible Preferred Stock. See also footnotes 1 and 4.

4. The 12% Series AA Convertible Preferred Stock automatically converted into common stock at the original purchase price of the Series AA Preferred Stock divided by $0.46822 for a conversion rate of $12.388 per share.

5. Fermain Limited ("Fermain") is controlled by the Reporting Person and her spouse, Max Gottschalk, each of whom shares voting and dispositive control over shares held by Fermain with no single person controlling investment or voting decisions with respect to such shares. The Reporting Person disclaims beneficial ownership of the shares reported herein except to the extent of her 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 Exchange Act.

6. The Reporting Person and her spouse, Max Gottschalk, each share voting and dispositive control over the shares of common stock beneficially owned by the other.

Remarks:

	/s/ Jane Gottschalk	01/20/2026
	** 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.

FAQ

What insider transaction did PMNT report for Jane Gottschalk?

The filing shows that an entity associated with Jane Gottschalk, Joachim Gottschalk & Associates Ltd., acquired 4,271,486 Perfect Moment Ltd. common shares on January 15, 2026 via automatic conversion of 12% Series AA Convertible Preferred Stock.

How many Perfect Moment (PMNT) shares does Joachim Gottschalk & Associates Ltd. hold after the conversion?

After the reported transaction, Joachim Gottschalk & Associates Ltd. is shown as indirectly holding 6,335,933 shares of Perfect Moment Ltd. common stock for the reporting person.

What happened to the Series AA Preferred Stock in this PMNT Form 4?

The Form 4 reports that 344,797 shares of 12% Series AA Convertible Preferred Stock held indirectly were converted, leaving 0 preferred shares beneficially owned following the transaction, as they automatically converted into common stock under the certificate of designation.

What other indirect PMNT holdings are reported for Jane Gottschalk?

The filing lists indirect ownership of 3,479,491 common shares through Fermain Limited and 774,722 common shares through her spouse, with shared voting and dispositive control as described in the footnotes.

How many Perfect Moment (PMNT) shares does Jane Gottschalk hold directly?

The Form 4 shows that Jane Gottschalk directly holds 566,600 shares of Perfect Moment Ltd. common stock, in addition to her various indirect holdings through related entities and her spouse.

Does Jane Gottschalk fully own the PMNT shares held by related entities?

No. The footnotes explain that entities such as Joachim Gottschalk & Associates Ltd. and Fermain Limited are controlled through family and trust structures, and she disclaims beneficial ownership of those shares except to the extent of any pecuniary interest.