STOCK TITAN

Sentient Brands CFO granted 25,000 shares

SNBH’s CFO received a 25,000-share stock compensation award for 2025 services under the 2026 Employee Stock Benefit Plan.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

SENTIENT BRANDS HOLDINGS INC. (symbol: SNBH) is the issuer of record for a Form 4 filing submitted to the SEC. Morgan Jeanene Grace reported acquisition or exercise transactions in this Form 4 filing.

SENTIENT BRANDS HOLDINGS INC. (SNBH) reported that its Chief Financial Officer, Morgan Jeanene Grace, received a grant of 25,000 shares of common stock on March 8, 2026 as a compensation award. The shares were issued under the company’s 2026 Employee Stock Benefit Plan at a deemed value of $0.10 per share, or $2,500 in total, as payment for services rendered in 2025. The award was approved by the Board of Directors, involved no cash payment by the CFO, and was registered on a Form S-8. After this award, Grace holds 25,000 shares directly, with the grant intended to be exempt under Rule 16b-3(d); no Rule 10b5-1 trading plan is reported.

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Insider Morgan Jeanene Grace
Role Chief Financial Officer
Type Security Shares Price Value
Grant/Award Common Stock, par value $0.001 per share F1, F2 25,000 $0.10 $3K
Holdings After Transaction: Common Stock, par value $0.001 per share — 25,000 shares (Direct)
Footnotes (2)
  1. F1. The shares were granted pursuant to a written consent of the Board of Directors executed March 8, 2026 and dated as of February 10, 2026, approving the issuance and award of the shares to the Reporting Person under the Issuer's 2026 Employee Stock Benefit Plan. The shares were subsequently issued in book-entry form by the Issuer's transfer agent, Empire Stock Transfer, on September 2, 2026.
  2. F2. The shares were issued as compensation for services rendered in 2025 pursuant to a Service Agreement between the Issuer and the Reporting Person dated September 30, 2025, at a deemed value of $0.10 per share, or $2,500 in the aggregate. No cash consideration was paid by the Reporting Person. The shares were registered on the Issuer's Registration Statement on Form S-8 filed February 2, 2026. The grant was approved by the Board of Directors and is intended to be exempt under Rule 16b-3(d).
Shares granted 25,000 shares Common stock award to CFO on March 8, 2026
Deemed price per share $0.10 per share Valuation used for the 25,000-share compensation grant
Aggregate grant value $2,500 Total deemed value of 25,000 shares at $0.10 per share
Holdings after transaction 25,000 shares CFO’s direct ownership following the March 8, 2026 award
Plan year 2026 Employee Stock Benefit Plan Equity plan under which the shares were awarded
Form S-8 filing date February 2, 2026 Date the registration statement covering the shares was filed
2026 Employee Stock Benefit Plan financial
"approving the issuance and award of the shares to the Reporting Person under the Issuer's 2026 Employee Stock Benefit Plan"
book-entry form financial
"The shares were subsequently issued in book-entry form by the Issuer's transfer agent"
A book-entry form is an electronic record showing ownership of securities instead of a paper certificate; think of it like a bank account ledger that notes who owns shares. It matters to investors because it makes buying, selling and transferring securities faster, safer and cheaper by reducing paperwork, loss or forgery risk, and enabling easier settlement through brokers or a central depository.
Registration Statement on Form S-8 regulatory
"The shares were registered on the Issuer's Registration Statement on Form S-8 filed February 2, 2026"
A registration statement on Form S-8 is the U.S. Securities and Exchange Commission filing companies use to register shares they intend to grant to employees, directors, consultants or benefit plans under stock compensation programs. It matters to investors because it signals potential issuance of new shares tied to pay and incentives, which can increase the total shares outstanding — like adding more slices to a pie — reducing each existing share’s ownership and potentially affecting earnings per share and stock value.
Service Agreement financial
"pursuant to a Service Agreement between the Issuer and the Reporting Person dated September 30, 2025"
Rule 16b-3(d) regulatory
"The grant was approved by the Board of Directors and is intended to be exempt under Rule 16b-3(d)"
Rule 16b-3(d) is a narrow SEC safe-harbor that shields company insiders (officers, directors and large shareholders) from liability for short‑swing profits when their buys or sells of company stock are made under a pre-established, written plan or contract that removes the insider’s ability to time trades. For investors, this matters because it permits predictable, automated insider transactions — like scheduled sales for diversification or payroll withholding — without triggering forced disgorgement, so such planned trades are treated differently from opportunistic insider trading.

FAQ

What transaction did SNBH report for its CFO on this Form 4?

The filing reports that SNBH’s Chief Financial Officer, Morgan Jeanene Grace, received a grant of 25,000 shares of common stock on March 8, 2026 as a stock award, bringing her direct holdings to 25,000 shares.

At what value were the SNBH shares granted to the CFO and for what period of service?

The 25,000 SNBH shares were valued at a deemed price of $0.10 per share, or $2,500 in total, and were issued as compensation for services rendered in 2025 under a Service Agreement dated September 30, 2025.

Under which plan and registration statement were the SNBH CFO’s shares issued?

The shares were awarded under SNBH’s 2026 Employee Stock Benefit Plan and were registered on a Registration Statement on Form S-8 filed February 2, 2026, according to the disclosure.

Did the SNBH CFO pay cash for the 25,000-share award?

No. The filing states that no cash consideration was paid by the Chief Financial Officer. The $2,500 value reflects a deemed price of $0.10 per share for stock issued as compensation for 2025 services.

When were the SNBH compensation shares formally issued to the CFO?

The Board approved the issuance by written consent executed March 8, 2026 and dated as of February 10, 2026. The filing states the shares were issued in book-entry form on September 2, 2026 by the transfer agent, Empire Stock Transfer.

Was the SNBH CFO’s stock grant made under a Rule 10b5-1 trading plan?

No. The Form 4 indicates that no Rule 10b5-1 plan is reported for this transaction. The grant was approved by the Board of Directors and is described as intended to be exempt under Rule 16b-3(d).

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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).
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*
Morgan Jeanene Grace

(Last)(First)(Middle)
C/O CHRIS DIETERICH, ESQ.
815 MORAGA DRIVE, SUITE 207

(Street)
LOS ANGELES CALIFORNIA 90049

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
SENTIENT BRANDS HOLDINGS INC. [ SNBH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/08/2026
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 $0.001 per share03/08/2026(1)A25,000A$0.1(2)25,000D
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
Explanation of Responses:
1. The shares were granted pursuant to a written consent of the Board of Directors executed March 8, 2026 and dated as of February 10, 2026, approving the issuance and award of the shares to the Reporting Person under the Issuer's 2026 Employee Stock Benefit Plan. The shares were subsequently issued in book-entry form by the Issuer's transfer agent, Empire Stock Transfer, on September 2, 2026.
2. The shares were issued as compensation for services rendered in 2025 pursuant to a Service Agreement between the Issuer and the Reporting Person dated September 30, 2025, at a deemed value of $0.10 per share, or $2,500 in the aggregate. No cash consideration was paid by the Reporting Person. The shares were registered on the Issuer's Registration Statement on Form S-8 filed February 2, 2026. The grant was approved by the Board of Directors and is intended to be exempt under Rule 16b-3(d).
/s/ Jeanene Morgan09/04/2026
** 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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