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Reliability Inc. (RLBY) CEO discloses 3.28M-share, 7.01% stake in 13D

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13D

Rhea-AI Filing Summary

Reliability Inc.’s CEO Nick Tsahalis filed a Schedule 13D reporting beneficial ownership of 3,276,052 shares of common stock, representing about 7.01% of the company’s outstanding shares. He holds sole voting and dispositive power over these shares and no shared control is reported.

The stake was acquired through equity transfers from prior owners of The Maslow Media Group, Inc. tied to transactions preceding Reliability’s reverse merger, and equity received in a convertible note financing, with no borrowed funds used. Tsahalis states he acquired the shares for investment and strategic purposes and may discuss strategic alternatives, but he currently has no specific plans to undertake major corporate actions and may increase or reduce his holdings depending on conditions.

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Beneficial ownership shares 3,276,052 shares Common stock beneficially owned by Nick Tsahalis
Ownership percentage 7.01% Percent of Reliability Inc. outstanding common stock
Sole voting power 3,276,052 shares Shares over which Tsahalis has sole voting power
Shared voting power 0 shares Shares with shared voting power reported
Date of event 04/07/2026 Date triggering the Schedule 13D filing
beneficial ownership financial
"Nick Tsahalis beneficially owns 3,276,052 shares of Common Stock, representing approximately 7.01% of the Issuer's outstanding Common Stock."
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
reverse merger financial
"transactions preceding the Issuer's reverse merger, and (ii) equity consideration received in connection with a convertible note financing"
A reverse merger is when a private company becomes publicly traded by combining with an already listed public shell company, allowing the private business to gain a stock market listing without going through a traditional IPO. Investors care because this shortcut can be faster and cheaper than an IPO but often comes with less regulatory vetting and market visibility, so it can mean higher uncertainty about valuation, financial transparency, and future liquidity.
convertible note financing financial
"equity consideration received in connection with a convertible note financing involving the Issuer."
A convertible note financing is a loan investors give to a company that is intended to turn into shares later instead of being paid back in cash. Think of it like a bridge loan that comes with a coupon you can swap for ownership at the next funding round, usually at a discounted price or a preset valuation limit. It matters to investors because it lets them support a company early while delaying a precise valuation, but it also affects future ownership percentages and risk exposure when the loan converts into equity.
sole voting power financial
"Nick Tsahalis has sole voting and dispositive power over 3,276,052 shares."
Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.
dispositive power financial
"Nick Tsahalis has sole voting and dispositive power over 3,276,052 shares."
Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.





759903107

(CUSIP Number)
Nick Tsahalis
22505 Gateway Center Drive, Box 71
Clarksburg, MD, 20871
240-793-9603

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
04/07/2026

(Date of Event Which Requires Filing of This Statement)


If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).




schemaVersion:


SCHEDULE 13D






SCHEDULE 13D


Nick Tsahalis
Signature:/s/ Nick Tsahalis
Name/Title:Nick Tsahalis, CEO and Director
Date:05/04/2026

FAQ

What ownership stake in Reliability Inc. (RLBY) did Nick Tsahalis report?

Nick Tsahalis reported beneficial ownership of 3,276,052 shares of Reliability Inc. common stock, representing about 7.01% of the company’s outstanding shares. He holds sole voting and dispositive power over this entire stake, with no shared control reported in the filing.

How did Nick Tsahalis acquire his shares of Reliability Inc. (RLBY)?

Nick Tsahalis acquired his shares through equity transfers from prior owners of The Maslow Media Group, Inc. related to transactions before Reliability’s reverse merger and through equity consideration from a convertible note financing. The filing states that no borrowed funds were used in these acquisitions.

What is Nick Tsahalis’s role at Reliability Inc. (RLBY)?

Nick Tsahalis serves as Chief Executive Officer and director of Reliability Inc., which provides workforce solutions including employer of record services, staffing solutions, managed services, and video production services, with principal executive offices located in Clarksburg, Maryland as described in the filing.

Why did Nick Tsahalis file a Schedule 13D for Reliability Inc. (RLBY)?

He filed Schedule 13D because he beneficially owns more than 5% of Reliability Inc.’s common stock, specifically 3,276,052 shares or about 7.01%. The filing discloses his ownership, how it was acquired, his control over the shares, and his broad investment and strategic intentions.

What are Nick Tsahalis’s stated intentions for his Reliability Inc. (RLBY) shares?

The filing says he acquired the shares for investment and strategic purposes and may discuss strategic alternatives such as capital raises or business combinations. However, he currently has no specific plans to complete the major transactions listed in Item 4 and may buy or sell shares over time.

Does anyone else share voting or dispositive power over Nick Tsahalis’s Reliability Inc. (RLBY) shares?

No. The Schedule 13D states that Nick Tsahalis has sole voting and sole dispositive power over all 3,276,052 shares he beneficially owns, with zero shared voting power and zero shared dispositive power. No other person is reported as having rights to dividends or sale proceeds.