STOCK TITAN

RenX (RENX) insider entity swaps $7.17M note for equity stake

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

RenX Enterprises Corp. director Bjarne Erik Siwert Borg reported that Index Equity US LLC, an entity he manages, acquired derivatives tied to the company. On June 11, 2026, Index Equity received 7,169 shares of Series C Convertible Preferred Stock and a warrant to buy up to 619,084 shares of common stock. These were issued in exchange for $7,169,072.79 of principal and accrued interest on a promissory note. The preferred shares are initially convertible into 2,476,338.51 common shares at $2.895 per share, with a floor of $1.50, and both the preferred conversion and warrant exercise require prior stockholder approval under Nasdaq rules.

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Insider Borg Bjarne Erik Siwert
Role Director
Type Security Shares Price Value
Grant/Award Series C Convertible Preferred Stock 7,169 $0.00 --
Grant/Award Warrant 619,084 $0.00 --
Holdings After Transaction: Series C Convertible Preferred Stock — 7,169 shares (Indirect, By Index Equity US LLC); Warrant — 619,084 shares (Indirect, By Index Equity US LLC)
Footnotes (1)
  1. The shares of Series C Convertible Preferred Stock ("Series C Preferred Stock") held by the Reporting Person are initially convertible into an aggregate of 2,476,338.51 shares of the Issuer's common stock at a price of $2.895 per share; provided, however, that the conversion price is subject to adjustment in certain circumstances, to a price not to fall below $1.50 per share, including in the event the Issuer sells or issues securities at a price that is less than $2.895 per share while the shares of Series C Preferred Stock are outstanding, which may result in the issuance of additional shares of common stock upon conversion of the shares of Series C Preferred Stock. On June 11, 2026, the Issuer and Index Equity US LLC ("Index Equity"), an entity controlled by the Reporting Person, entered into an exchange agreement, pursuant to which $7,169,072.79 of principal and accrued interest outstanding owed under a promissory note held by Index Equity was exchanged for 7,169 shares of Series C Preferred Stock and a common stock purchase warrant to purchase up to 619,084 shares of the Issuer's common stock. The exchange agreement and the exchange of the promissory note for the shares of Series C Preferred Stock and the warrant were approved in advance by the Issuer's board of directors. The shares of Series C Preferred Stock are convertible into shares of common stock and the Warrants are exercisable for shares of common stock at any time at the election of the holder; provided, however, that, to the extent required by the rules and regulations of the Nasdaq Stock Market, LLC, no shares of Series C Preferred Stock shall be convertible into shares of common stock and no Warrants shall be exercisable for shares of common stock unless and until stockholder approval of such conversions and exercises, respectively, is obtained. The shares of Series C Preferred Stock do not expire. The Reporting Person is the manager of Index Equity. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
Promissory note exchanged $7,169,072.79 Principal and accrued interest exchanged for preferred stock and warrant
Warrant shares 619,084 shares Common stock purchase warrant issued to Index Equity US LLC
Series C preferred shares 7,169 shares Series C Convertible Preferred Stock issued in exchange agreement
Initial conversion price $2.895 per share Initial conversion price for Series C Preferred into common stock
Underlying common from preferred 2,476,338.51 shares Common shares initially issuable upon conversion of Series C Preferred
Conversion price floor $1.50 per share Minimum adjusted conversion price for Series C Preferred
Warrant exercise price $2.895 per share Exercise price for common stock under the warrant
Post-transaction preferred holding 7,169 shares Series C Preferred shares held by Index Equity after transaction
Series C Convertible Preferred Stock financial
"The shares of Series C Convertible Preferred Stock ("Series C Preferred Stock") held by the Reporting Person are initially convertible..."
Series C convertible preferred stock is a class of investment shares issued in a later private financing round that combine safety and upside: they usually pay ahead of ordinary shares if a company pays dividends or is sold, but can be converted into common stock to share in future growth. For investors this acts like a VIP ticket with a safety net—offering priority protection while preserving the option to participate in a successful exit.
common stock purchase warrant financial
"...was exchanged for 7,169 shares of Series C Preferred Stock and a common stock purchase warrant to purchase up to 619,084 shares..."
A common stock purchase warrant is a tradable certificate that gives its holder the right to buy a company’s common shares at a fixed price for a set period. Think of it as a coupon that lets you buy stock later at today’s agreed price; it can amplify gains if the share price rises but also can increase the total number of shares outstanding, which may reduce existing owners’ percentage of the company. Investors watch warrants because they offer leveraged upside and can affect future share value and ownership.
conversion price financial
"...convertible into an aggregate of 2,476,338.51 shares of the Issuer's common stock at a price of $2.895 per share; provided, however, that the conversion price is subject to adjustment..."
The conversion price is the fixed price at which a convertible security, like a bond or preferred stock, can be exchanged for shares of common stock. It acts like a set rate that determines how many shares an investor can receive if they choose to convert their investment. This helps investors understand the value and potential benefits of converting their securities into company shares.
Nasdaq Stock Market, LLC regulatory
"...to the extent required by the rules and regulations of the Nasdaq Stock Market, LLC, no shares of Series C Preferred Stock shall be convertible..."
pecuniary interest financial
"The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein."

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FAQ

What insider transaction did RenX (RENX) report in this Form 4?

RenX reported that Index Equity US LLC, an entity managed by director Bjarne Erik Siwert Borg, received Series C preferred stock and a common stock warrant in exchange for a previously outstanding promissory note, converting debt into equity-linked securities.

How many RenX (RENX) shares are covered by the new warrant and preferred stock?

The warrant allows Index Equity to purchase up to 619,084 RenX common shares. The 7,169 Series C preferred shares are initially convertible into 2,476,338.51 common shares at a stated conversion price, subject to adjustment and stockholder approval requirements.

What was exchanged for the RenX (RENX) preferred stock and warrant?

Index Equity exchanged $7,169,072.79 of principal and accrued interest outstanding under a RenX promissory note. In return, it received 7,169 Series C Convertible Preferred shares and a warrant to purchase up to 619,084 common shares, with board approval in advance.

What is the conversion price for RenX (RENX) Series C Convertible Preferred Stock?

Each Series C Convertible Preferred share is initially convertible into RenX common stock at $2.895 per share. The conversion price can adjust in certain circumstances but will not fall below $1.50 per share under the specified adjustment terms.

Are the new RenX (RENX) preferred shares and warrants immediately convertible or exercisable?

They are convertible or exercisable at the holder’s election, but conversions of Series C preferred and exercises of the warrants into RenX common stock require prior stockholder approval, as mandated by Nasdaq Stock Market rules and described in the filing’s footnotes.

Does Bjarne Erik Siwert Borg directly own the new RenX (RENX) securities?

The securities are held by Index Equity US LLC, which Borg manages. He disclaims beneficial ownership except to the extent of his pecuniary interest in Index Equity, meaning the holdings are attributed primarily to that entity, not as direct personal ownership.
SEC Form 4
FORM 4UNITED 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*
Borg Bjarne Erik Siwert

(Last)(First)(Middle)
C/O RENX ENTERPRISES CORP.
100 BISCAYNE BLVD., #1201

(Street)
MIAMI FLORIDA 33132

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
RenX Enterprises Corp. [ RENX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/11/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Series C Convertible Preferred Stock$2.895(1)06/11/2026A(2)7,16906/11/2026(3) (4)Common Stock2,476,338(1)(2)7,169(1)IBy Index Equity US LLC(5)
Warrant$2.89506/11/2026A(2)619,08406/11/2026(3)06/11/2031Common Stock619,084(2)619,084IBy Index Equity US LLC(5)
Explanation of Responses:
1. The shares of Series C Convertible Preferred Stock ("Series C Preferred Stock") held by the Reporting Person are initially convertible into an aggregate of 2,476,338.51 shares of the Issuer's common stock at a price of $2.895 per share; provided, however, that the conversion price is subject to adjustment in certain circumstances, to a price not to fall below $1.50 per share, including in the event the Issuer sells or issues securities at a price that is less than $2.895 per share while the shares of Series C Preferred Stock are outstanding, which may result in the issuance of additional shares of common stock upon conversion of the shares of Series C Preferred Stock.
2. On June 11, 2026, the Issuer and Index Equity US LLC ("Index Equity"), an entity controlled by the Reporting Person, entered into an exchange agreement, pursuant to which $7,169,072.79 of principal and accrued interest outstanding owed under a promissory note held by Index Equity was exchanged for 7,169 shares of Series C Preferred Stock and a common stock purchase warrant to purchase up to 619,084 shares of the Issuer's common stock. The exchange agreement and the exchange of the promissory note for the shares of Series C Preferred Stock and the warrant were approved in advance by the Issuer's board of directors.
3. The shares of Series C Preferred Stock are convertible into shares of common stock and the Warrants are exercisable for shares of common stock at any time at the election of the holder; provided, however, that, to the extent required by the rules and regulations of the Nasdaq Stock Market, LLC, no shares of Series C Preferred Stock shall be convertible into shares of common stock and no Warrants shall be exercisable for shares of common stock unless and until stockholder approval of such conversions and exercises, respectively, is obtained.
4. The shares of Series C Preferred Stock do not expire.
5. The Reporting Person is the manager of Index Equity. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
/s/ Nicolai Brune, Attorney-In-Fact06/15/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)