SharonAI CEO reports RSU and note holdings
SharonAI Holdings Inc. director and Chief Executive Officer Manning James Edward filed an initial statement of beneficial ownership for ticker SHAZ.
Rhea-AI Filing Summary
SharonAI Holdings Inc. director and Chief Executive Officer Manning James Edward filed an initial statement of beneficial ownership for ticker SHAZ. The filing lists multiple indirect holdings in restricted stock units tied to Class A Ordinary Common Stock, with some fully vested and others vesting only if valuation, shareholder return, listing, or market-share milestones are met through December 31, 2026. It also discloses indirect positions in Class A and Class B shares and a Convertible Note of 465,500 units held through related investment entities. The filing records ownership levels rather than new share purchases or sales.
Positive
- None.
Negative
- None.
Insider Trade Summary
16 transactions reported
Mixed
16 txns
Insider
Manning James Edward
Role
Chief Executive Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Convertible Note | -- | -- | -- |
| holding | Class A Ordinary Common Stock | -- | -- | -- |
| holding | Class A Ordinary Common Stock | -- | -- | -- |
| holding | Class A Ordinary Common Stock | -- | -- | -- |
| holding | Class B Super Common Stock | -- | -- | -- |
Holdings After Transaction:
Restricted Stock Units — 188,110 contracts (Indirect, By Manning Group Pty Ltd ATF MG Office Trust);
Restricted Stock Units — 11,971 contracts (Direct);
Convertible Note — 465,500 contracts (Indirect, By Manning Capital Holdings Pty Ltd ATF The Manning Capital Holdings Unit Trust);
Class A Ordinary Common Stock — 2,536 shares (Indirect, By Defender Capital Pty Ltd);
Class A Ordinary Common Stock — 333,213 shares (Indirect, By MCH Equities Pty Ltd ATF MCH Equities Fund);
Class A Ordinary Common Stock — 984,959 shares (Indirect, By Manning Capital Holdings Pty Ltd ATF The Manning Capital Holdings Unit Trust);
Class B Super Common Stock — 45,447 shares (Indirect, By MG No.1 Pty Ltd)
Footnotes (13)
- F1. Each restricted stock unit represents a contingent right to receive one share of SHAZ Class A Ordinary Common Stock.
- F2. The restricted stock units are fully vested. The restricted stock units have no expiration date.
- F3. The restricted stock units will vest upon certain exchange or sale transactions. The restricted stock units have no expiration date.
- F4. The restricted stock units will vest upon the Company achieving a valuation in excess of $100 million. The restricted stock units have no expiration date.
- F5. The restricted stock units are fully vested. The restricted stock units have no expiration date.
- F6. The restricted stock units are fully vested. The restricted stock units have no expiration date.
- F7. The restricted stock units have no expiration date.
- F8. The restricted stock units have no expiration date.
- F9. The restricted stock units will vest on December 31, 2026 upon achieving total shareholder return based on share price of 25% in 2026.
- F10. The restricted stock units will vest on December 31, 2026 subject to achieving a certain percentage of personal and company milestones, excluding time based events.
- F11. The restricted stock units will vest upon the Company successfully listing its securities on the Nasdaq Stock Market and the Australian Stock Exchange. The restricted stock units have no expiration date.
- F12. The restricted stock units will vest on December 31, 2026 if the Company achieves certain market share milestones in Australia as of December 2026 based on revenue or equipment deployed.
- F13. The Convertible Note is convertible at the option of the holder into the Company's Chess Depositary Interests upon successful listing on the Australian Stock Exchange, or into shares of the Company's Class A Ordinary Common Stock upon the Company being listed for trading on the Nasdaq Stock Market and no subsequent listing on the Australian Stock Exchange prior to certain deadlines.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What does SharonAI Holdings (SHAZ) CEO report in this Form 3?
The CEO reports his initial beneficial ownership in SharonAI Holdings. The filing lists indirect holdings in restricted stock units, Class A and Class B shares, and a 465,500-unit Convertible Note through multiple related entities.
How are the restricted stock units for SHAZ structured in this filing?
Each restricted stock unit represents a right to receive one SHAZ Class A Ordinary Common Share. Some units are fully vested, while others vest only upon valuation, exchange or sale events, market-share goals, or listing milestones on Nasdaq and the Australian Stock Exchange.
What vesting milestones affect the SHAZ restricted stock units?
Several tranches vest upon specific performance triggers. These include a company valuation above $100 million, a 25% total shareholder return in 2026, market share and revenue milestones in Australia by December 2026, and successful listings on Nasdaq and the Australian Stock Exchange.
What does the 465,500-unit Convertible Note position in SHAZ represent?
The filing shows a 465,500-unit Convertible Note held indirectly. This note can convert into Chess Depositary Interests upon an Australian Stock Exchange listing, or into Class A Ordinary Common Stock if SHAZ lists on Nasdaq without a prior Australian listing.
Are any SHAZ restricted stock units time-based in this Form 3?
Some restricted stock units are not purely time-based. Footnotes state vesting depends on company valuation, total shareholder return, listing achievements, and personal or company milestones, specifically excluding simple time-based service conditions for certain awards.
Does the SharonAI (SHAZ) Form 3 show insider buying or selling?
The Form 3 does not show new insider buying or selling activity. Instead, it records existing indirect beneficial ownership levels in restricted stock units, common and super-voting shares, and a Convertible Note as of the reporting date.
AI-generated analysis. How Rhea-AI works. Not financial advice.
