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Sentient Brands Holdings Inc. entered into two confidential pre-filing settlement and cooperation agreements on July 1, 2026 with two former members of management as part of its Compliance and Restitution initiative. The board is seeking recovery and cancellation of equity it has identified as having been improperly issued and recovery of assets.
Under the agreements, the former managers agreed to provide full, truthful and continuing cooperation to a group of 25 investors and other parties and to make restitution through the surrender and cancellation of 455,496 restricted shares of common stock, equal to 13,664,747 shares on a pre-1‑for‑30 reverse‑split basis. The company will cancel and retire these shares without paying any monetary consideration, returning them to authorized but unissued status.
The arrangements include conditional releases and covenants not to sue, which remain effective only if cooperation continues and may be revoked upon material breach. The company emphasized that no party will receive fees, bonuses or settlement payments for testimony, that reimbursement is limited to reasonable documented expenses, and that the cooperating individuals may continue to communicate directly with regulators. The company described these steps as advancing its Compliance and Restitution objectives but cautioned that contemplated legal actions have not yet been filed and outcomes and any further recoveries are uncertain.
Sentient Brands Holdings Inc. director Derek Michael Wyman has filed an initial statement of beneficial ownership on Form 3. The filing lists him as a director but does not report any common stock or derivative positions, and shows no buy, sell, or other transactions.
Sentient Brands Holdings Inc. reported several leadership and board changes. On June 16, 2026, Dionne Pendleton resigned as director, Corporate Secretary and Treasurer, with the company stating her decision was not due to any disagreement over operations, policies or practices. The board plans to continue engaging her on committees in an advisory capacity.
On the same date, the board appointed Derek Wyman and current President, Chief Operating Officer and acting principal executive officer Serge Knazev as directors, and named Wyman Treasurer and Knazev Corporate Secretary. Both will serve until the next annual meeting or earlier departure. The company notes there are no related-party transactions involving Wyman and refers to previously disclosed related-party relationships for Knazev. Compensation for the new roles will be in common stock under existing equity plans, with specific terms to be determined and disclosed in a later amendment.
Sentient Brands Holdings Inc. filed a Form 3 insider report for Chief Financial Officer Morgan Jeanene Grace, identifying her as a reporting officer of the company. The available data show no reported transactions or derivative positions associated with this filing.
SENTIENT BRANDS HOLDINGS INC. officer Sergei Knazev, President and COO, reported his initial beneficial ownership on a Form 3. He holds 58,456 shares of the company’s common stock directly. This filing establishes his starting ownership position as an insider subject to SEC reporting rules.
Sentient Brands Holdings Inc. reported a leadership change following the resignation of interim Chief Executive Officer and director George Furlan, effective April 24, 2026. The company stated that his departure was not due to any disagreement over operations, policies, or practices.
After his resignation, the Board consists of Chairman Eric Bruns and director Dionne Harvey Pendleton, and it plans to add a new director in due course. Effective May 1, 2026, the Board designated Serge Knazev, the company’s President and Chief Operating Officer, as acting principal executive officer for certification and signing responsibilities under the Sarbanes-Oxley Act while it searches for a permanent or interim CEO.