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SkyAI owner Bastion Trading buys 44,000 shares

SkyAI, Inc. (SKYA) ten-percent owner Bastion Trading Ltd purchased 44,000 common shares on October 7, 2026, at a weighted average price of $1.7787 per share under a Rule 10b5-1 plan.

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Form Type
4

Rhea-AI Filing Summary

SkyAI, Inc. (SKYA) ten-percent owner Bastion Trading Ltd purchased 44,000 common shares on October 7, 2026, at a weighted average price of $1.7787 per share under a Rule 10b5-1 plan. The purchases were made in multiple transactions at prices from $1.7700 to $1.7900. Bastion Trading’s direct holdings after the purchase were 1,429,417 shares.

The report also lists Pre-Funded Warrants for 4,234,615 underlying common shares and Stapled Warrants for 5,384,615 underlying common shares; both are subject to a 9.99% beneficial ownership limit, and neither was currently exercisable as of October 7, 2026. The Stapled Warrants have a $9.75-per-share exercise price and expire August 25, 2028. Separately, Lucio Holding Limited held 2,940,075 common shares indirectly; its director, Wei Zhu, may be deemed to beneficially own them.

Insider Bastion Trading Ltd
Role 10% Owner
Bought 44,000 shs ($78K)
Type Security Shares Price Value
Purchase Common Stock, par value $0.0001 per share F1, F3, F2 44,000 $1.7787 $78K
holding Pre-Funded Warrants F6, F8, F5, F3 -- -- --
holding Stapled Warrants F7, F9, F5, F3 -- -- --
holding Common Stock, par value $0.0001 per share F1, F4 -- -- --
Holdings After Transaction: Common Stock, par value $0.0001 per share — 1,429,417 shares (Direct); Pre-Funded Warrants — 4,234,615 contracts (Direct); Stapled Warrants — 5,384,615 contracts (Direct); Common Stock, par value $0.0001 per share — 2,940,075 shares (Indirect, See footnote)
Footnotes (9)
  1. F1. This Form 4 is filed jointly by Bastion Trading Limited ("Bastion Trading"), Bastion Holdings Limited ("Bastion Holdings"), Lucio Holding Limited ("Lucio Holding") and Wei Zhu (collectively, the "Reporting Persons"). Each of the Reporting Persons is a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
  2. F2. Represents a weighted average price. These shares were purchased in multiple transactions at prices ranging from $1.7700 to $1.7900, inclusive. The Reporting Persons undertake to provide the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
  3. F3. Securities beneficially owned by Bastion Trading. As the sole owner of Bastion Trading, Bastion Holdings may be deemed to beneficially own the securities beneficially owned directly by Bastion Trading. As the director of Bastion Holdings, Mr. Zhu may be deemed to beneficially own the securities beneficially owned directly by Bastion Trading.
  4. F4. Securities beneficially owned by Lucio Holding. As the director of Lucio Holding, Mr. Zhu may be deemed to beneficially own the securities beneficially owned directly by Lucio Holding.
  5. F5. Each of the Pre-Funded Warrants and the Stapled Warrants either provide, or the holder has elected, that the holder shall not have the right to exercise any portion of any such warrants to the extent that after giving effect to such issuance after exercise, such holder and certain of its affiliates would be deemed to beneficially own, as determined in accordance with Section 13(d) of the Exchange Act, more than 9.99% of the Issuer's then outstanding shares of common stock (the "Beneficial Ownership Limitations").
  6. F6. The exercise price is $0.00001 per share.
  7. F7. The exercise price is $9.75 per share.
  8. F8. The Pre-Funded Warrants are immediately exercisable at an initial exercise price equal to $0.0001 per share and may be exercised at any time until the Pre-Funded Warrants are exercised in full, subject to the PFW Beneficial Ownership Limitation (as defined below). As of the date hereof, the Beneficial Ownership Limitation under the Pre-Funded Warrants is 9.99% of the Issuer's then outstanding shares of common stock (the "PFW Beneficial Ownership Limitation") and none of the Pre-Funded Warrants held by Bastion Trading are currently exercisable.
  9. F9. The Stapled Warrants are immediately exercisable at an initial exercise price equal to $9.75 per share and may be exercised at any time on or prior to 5:00pm New York City time on the date that is thirty-six (36) months after the issue date of the Stapled Warrants, subject to the SW Beneficial Ownership Limitation (as defined below). As of the date hereof, the Beneficial Ownership Limitation under the Stapled Warrants is 9.99% of the Issuer's then outstanding shares of common stock (the "SW Beneficial Ownership Limitation") and none of the Stapled Warrants held by Bastion Trading are currently exercisable.
Common shares purchased 44,000 shares Bastion Trading purchase on October 7, 2026
Weighted average purchase price $1.7787 per share Purchases at prices from $1.7700 to $1.7900 on October 7, 2026
Direct common shares after purchase 1,429,417 shares Bastion Trading
Indirect common shares 2,940,075 shares Held by Lucio Holding Limited
Pre-Funded Warrants underlying shares 4,234,615 shares Bastion Trading
Stapled Warrants underlying shares 5,384,615 shares Bastion Trading
Beneficial ownership limit 9.99% Applies to both reported warrant positions
Stapled Warrants exercise price $9.75 per share Stapled Warrants expire August 25, 2028
Rule 10b5-1 plan regulatory
"the purchase was made under a Rule 10b5-1 plan"
A Rule 10b5-1 plan is a prearranged, written schedule that lets corporate insiders buy or sell company stock at set times or amounts, even if they later learn material nonpublic information. Think of it like setting an automatic thermostat for trades: it creates a clear record that trades were planned in advance, reducing the risk of insider-trading accusations and helping investors trust that insider transactions are routine rather than based on secret information.
weighted average price financial
"Represents a weighted average price"
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
Pre-Funded Warrants financial
"The Pre-Funded Warrants are immediately exercisable"
Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.
Stapled Warrants financial
"The Stapled Warrants are immediately exercisable"
Stapled warrants are financial instruments that are permanently attached to another security, such as a share or unit, and cannot be bought or sold on their own. They give the holder the right to buy additional shares at a set price within a set time, creating potential extra upside or dilution; think of them like a discount coupon that comes fixed to a product — it can boost future returns but also affects overall share supply and valuation for investors.
Beneficial Ownership Limitations regulatory
"subject to the Beneficial Ownership Limitations"
Beneficial ownership limitations are rules or contractual caps that restrict how much of a company’s stock an individual or entity can be treated as owning or controlling for legal, regulatory or corporate-governance purposes. They matter to investors because such limits affect voting power, reporting obligations, takeover risk and the ability to increase a stake — like an elevator weight limit or a lane divider that prevents any one car from taking over the whole road.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many SKYA shares did Bastion Trading buy, and at what price?

Bastion Trading purchased 44,000 shares on October 7, 2026, at a weighted average price of $1.7787 per share. The purchases were made in multiple transactions priced from $1.7700 to $1.7900 and were under a Rule 10b5-1 plan.

What are the terms of Bastion Trading’s SKYA warrants?

The report lists Pre-Funded Warrants for 4,234,615 underlying common shares and Stapled Warrants for 5,384,615 underlying common shares. Both are subject to a 9.99% beneficial ownership limit, and neither was currently exercisable as of October 7, 2026. The Stapled Warrants have a $9.75-per-share exercise price and expire August 25, 2028.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
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).
X
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*
Bastion Trading Ltd

(Last)(First)(Middle)
UNIT 7A, R&F DE CASTRO BUILDING
200 WATERFRONT DRIVE

(Street)
ROAD TOWN, TORTOLAVG1110

(City)(State)(Zip)

VIRGIN ISLANDS, BRITISH

(Country)
2. Issuer Name and Ticker or Trading Symbol
SkyAI, Inc. [ SKYA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
10/07/2026
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
Common Stock, par value $0.0001 per share(1)10/07/2026P44,000(3)A$1.7787(2)1,429,417D(3)
Common Stock, par value $0.0001 per share(1)2,940,075I(4)See footnote(4)
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
Pre-Funded Warrants(6) (8) (8)Common Stock, par value $0.0001 per share4,234,615(5)4,234,615D(3)
Stapled Warrants(7) (9)08/25/2028Common Stock, par value $0.0001 per share5,384,615(5)5,384,615D(3)
Explanation of Responses:
1. This Form 4 is filed jointly by Bastion Trading Limited ("Bastion Trading"), Bastion Holdings Limited ("Bastion Holdings"), Lucio Holding Limited ("Lucio Holding") and Wei Zhu (collectively, the "Reporting Persons"). Each of the Reporting Persons is a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
2. Represents a weighted average price. These shares were purchased in multiple transactions at prices ranging from $1.7700 to $1.7900, inclusive. The Reporting Persons undertake to provide the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
3. Securities beneficially owned by Bastion Trading. As the sole owner of Bastion Trading, Bastion Holdings may be deemed to beneficially own the securities beneficially owned directly by Bastion Trading. As the director of Bastion Holdings, Mr. Zhu may be deemed to beneficially own the securities beneficially owned directly by Bastion Trading.
4. Securities beneficially owned by Lucio Holding. As the director of Lucio Holding, Mr. Zhu may be deemed to beneficially own the securities beneficially owned directly by Lucio Holding.
5. Each of the Pre-Funded Warrants and the Stapled Warrants either provide, or the holder has elected, that the holder shall not have the right to exercise any portion of any such warrants to the extent that after giving effect to such issuance after exercise, such holder and certain of its affiliates would be deemed to beneficially own, as determined in accordance with Section 13(d) of the Exchange Act, more than 9.99% of the Issuer's then outstanding shares of common stock (the "Beneficial Ownership Limitations").
6. The exercise price is $0.00001 per share.
7. The exercise price is $9.75 per share.
8. The Pre-Funded Warrants are immediately exercisable at an initial exercise price equal to $0.0001 per share and may be exercised at any time until the Pre-Funded Warrants are exercised in full, subject to the PFW Beneficial Ownership Limitation (as defined below). As of the date hereof, the Beneficial Ownership Limitation under the Pre-Funded Warrants is 9.99% of the Issuer's then outstanding shares of common stock (the "PFW Beneficial Ownership Limitation") and none of the Pre-Funded Warrants held by Bastion Trading are currently exercisable.
9. The Stapled Warrants are immediately exercisable at an initial exercise price equal to $9.75 per share and may be exercised at any time on or prior to 5:00pm New York City time on the date that is thirty-six (36) months after the issue date of the Stapled Warrants, subject to the SW Beneficial Ownership Limitation (as defined below). As of the date hereof, the Beneficial Ownership Limitation under the Stapled Warrants is 9.99% of the Issuer's then outstanding shares of common stock (the "SW Beneficial Ownership Limitation") and none of the Stapled Warrants held by Bastion Trading are currently exercisable.
Bastion Trading Limited, By: /s/ Wei Zhu, Authorized Signatory10/09/2026
** 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)

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