[Form 4] Rocky Mountain Chocolate Factory, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Rocky Mountain Chocolate Factory (RMCF) – Form 4 insider activity

Interim CEO, director and 10% owner Jeffrey R. Geygan, through Global Value Investment Corp. (GVIC), reported two transactions:

• 22 Jul 2025 – Code P purchase: 11,072 common shares at a weighted-average price of $1.9289.
• 24 Jul 2025 – Code J adjustment: 30,083 shares removed from the report because certain client accounts are no longer managed by GVIC; no market sale was disclosed.

After the entries, Geygan’s indirect ownership equals 1,683,343 shares, a net decline of roughly 1.1 % from the immediately prior level. No derivative positions were reported.

The modest open-market buy (≈$21 k) signals incremental confidence at a sub-$2 price, while the larger reduction reflects administrative changes rather than selling pressure. Overall impact appears limited given the executive’s remaining multi-million-dollar stake.

Positive

• 11,072-share open-market purchase at $1.93 suggests continued executive confidence at current valuation.
• Management retains 1.68 M shares (>10 % stake), keeping interests aligned with shareholders.

Negative

• Net holdings fell by 1.1 % (30,083 shares) due to client account terminations, slightly reducing insider exposure.

Insights

Securities Analyst

TL;DR: Small insider purchase, administrative share reduction; net effect immaterial.

The Form 4 shows a $21 k purchase at $1.93 followed by a 30 k-share deduction tied to departing managed accounts, leaving 1.68 M shares held indirectly. The buy is positive but minimal (<0.7 % of total holdings), and the Code J removal does not represent an economic sale. With ownership still above 10 %, the filing offers little directional insight for investors.

Corporate Governance Expert

TL;DR: Filing reflects stewardship consistency; no governance red flags detected.

Geygan remains interim CEO, director, and controlling person of GVIC. Maintaining a >10 % stake aligns management with shareholders. The Code J adjustment discloses loss of advisory authority, not disposal. Transparency of weighted-average pricing and disclaimer of beneficial ownership meet Section 16 standards. Market impact should be neutral.

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).

1. Name and Address of Reporting Person^*

GEYGAN JEFFREY RICHART

(Last) (First) (Middle)

265 TURNER DRIVE

(Street)

DURANGO CO 81303

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Rocky Mountain Chocolate Factory, Inc. [ RMCF ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
07/22/2025

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	07/22/2025		P		11,072	A	$1.9289(1)	1,713,426	I	By Global Value Investment Corporation(2)(3)
Common Stock	07/24/2025		J		30,083	D	(4)	1,683,343	I	By Global Value Investment Corporation(2)(3)
Common Stock								184,596	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. The reported price represents a weighted average purchase price. The Reporting Person undertakes to provide to the staff, the issuer, or a security holder full information regarding the number of shares purchased at each separate price.

2. These securities are held in one or more accounts managed indirectly by Global Value Investment Corporation or its subsidiary or its affiliated entities (collectively, "GVIC"). GVIC is controlled by the reporting person. These securities may be deemed to be beneficially owned by the reporting person because he controls GVIC, and GVIC may be deemed to have beneficial ownership of these securities because it serves as the investment manager to separate managed accounts and/or investment partnerships.

3. The reporting person disclaims beneficial ownership in the securities except to the extent of his pecuniary interest, if any, and this report shall not be deemed to be an admission that the reporting person is the beneficial owner of such securities for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

4. As of July 24, 2025, certain separately managed accounts terminated their relationship with, and are no longer advised by, GVIC. The positions held in such accounts are therefore no longer included herein.

	Jeffrey R. Geygan	07/24/2025
	** 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.
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FAQ

How many RMCF shares did Jeffrey Geygan buy on July 22 2025?

He acquired 11,072 common shares at a weighted-average price of $1.9289.

What is the current shareholding of Jeffrey Geygan in RMCF after the Form 4 filing?

Following the reported transactions, he indirectly owns 1,683,343 RMCF shares through GVIC.

What does transaction code "J" signify in the RMCF Form 4?

Code J indicates other changes; in this case, shares tied to client accounts that left GVIC are no longer deemed beneficially owned.

Did the Form 4 disclose any derivative securities for RMCF?

No, no derivative positions were reported in Table II.

Is Jeffrey Geygan still a 10% owner of Rocky Mountain Chocolate Factory?

Yes, despite the adjustment he remains a 10% beneficial owner with over 1.6 million shares.