[Form 4] RAND CAPITAL CORP Insider Trading Activity

Rhea-AI Filing Summary

Rand Capital Corp. director Adam Samuel Gusky reported multiple purchases of RAND common stock on 09/15/2025. The shares were acquired through AG Energy, LLC, which Mr. Gusky controls, so the holdings are reported as indirect. Transaction prices ranged from $14.55 to $15.00 per share across several lots (sizes include 10, 25, 100, 200 and 250 shares). Following the reported transactions, the beneficial ownership reported on the form reached 33,546 shares. The Form 4 was signed on 09/16/2025.

Positive

• Insider purchases reported on 09/15/2025 indicating director accumulation of company stock
• Purchases executed at modest price range of $14.55 to $15.00 per share across multiple lots
• Beneficial ownership increased to 33,546 shares reported after the transactions
• Transactions disclosed as indirect holdings via AG Energy, LLC with explanatory note

Negative

• None.

Insights

Financial Analyst

TL;DR: Director purchases via controlled LLC increased beneficial holdings to 33,546 shares at $14.55–$15.00.

Multiple small-to-medium purchases executed on a single date concentrated between $14.55 and $15.00 increase the director's indirect stake to 33,546 shares. The activity is clearly documented on a Form 4 and is reported as indirect ownership through AG Energy, LLC. From a capital allocation perspective, repeated purchases in similar price bands on the same day indicate incremental accumulation rather than a single bulk trade.

Corporate Governance Expert

TL;DR: Director filed required disclosure showing indirect acquisitions through an affiliated LLC.

The Form 4 identifies Adam Samuel Gusky as a director and reports the acquisitions as indirect via AG Energy, LLC with an explicit explanatory note. The filing meets disclosure requirements by specifying relationship and signature. There is no additional governance detail or change in directorship reported in the filing.

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
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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).

1. Name and Address of Reporting Person^*

Gusky Adam Samuel

(Last) (First) (Middle)

C/O RAND CAPITAL CORPORATION

14 LAFAYETTE SQUARE, SUITE 1405

(Street)

BUFFALO NY 14203

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
RAND CAPITAL CORP [ RAND ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2025

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	09/15/2025		P		100	A	$14.6	32,616	I(1)	By LLC
Common Stock	09/15/2025		P		100	A	$14.59	32,716	I(1)	By LLC
Common Stock	09/15/2025		P		25	A	$14.58	32,741	I(1)	By LLC
Common Stock	09/15/2025		P		10	A	$14.57	32,751	I(1)	By LLC
Common Stock	09/15/2025		P		10	A	$14.6	32,761	I(1)	By LLC
Common Stock	09/15/2025		P		100	A	$14.57	32,861	I(1)	By LLC
Common Stock	09/15/2025		P		100	A	$14.55	32,961	I(1)	By LLC
Common Stock	09/15/2025		P		25	A	$14.55	32,986	I(1)	By LLC
Common Stock	09/15/2025		P		10	A	$14.56	32,996	I(1)	By LLC
Common Stock	09/15/2025		P		100	A	$15	33,096	I(1)	By LLC
Common Stock	09/15/2025		P		250	A	$15	33,346	I(1)	By LLC
Common Stock	09/15/2025		P		200	A	$15	33,546	I(1)	By LLC

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. These securities are held by AG Energy, LLC. These securities may be deemed to be beneficially owned by Mr. Gusky by virtue of his control of AG Energy, LLC.

	/s/ Daniel Penberthy on behalf of Adam Samuel Gusky (2)	09/16/2025
	** 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 RAND director Adam Samuel Gusky purchase on 09/15/2025?

He acquired multiple lots of RAND common stock through AG Energy, LLC on 09/15/2025, reported on Form 4.

How many RAND shares does Adam Samuel Gusky beneficially own after the transactions?

The Form 4 reports 33,546 shares beneficially owned following the reported transactions.

At what prices were the RAND shares purchased?

Reported purchase prices ranged from $14.55 to $15.00 per share across the recorded lots.

Were the shares owned directly or indirectly?

The shares are reported as indirect holdings because they are held by AG Energy, LLC, which Mr. Gusky controls.

When was the Form 4 signed and filed?

The signature on the Form 4 is dated 09/16/2025.