STOCK TITAN

Sentient Brands CEO granted 100K shares

SNBH’s president and CEO received a 100,000-share stock grant for 2025 services, bringing his reported beneficial ownership to 188,456 shares.

(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. Knazev Sergei reported acquisition or exercise transactions in this Form 4 filing.

SENTIENT BRANDS HOLDINGS INC. (SNBH) reports that President and Principal Executive Officer Sergei Knazev received a grant of 100,000 shares of common stock on March 8, 2026 as a board-approved award under the issuer's 2026 Employee Stock Benefit Plan, at a deemed value of $0.10 per share as compensation for 2025 services.

The shares were issued in book-entry form, registered on a Form S-8, and approved in a manner intended to be exempt under Rule 16b-3(d). Beneficial ownership after the March 8, 2026 grant was 158,456 shares, and after subsequent open-market purchases described in prior filings, Knazev's beneficial ownership as of this filing is 188,456 shares, held partly in a brokerage account and partly in book-entry form.

Positive

  • None.

Negative

  • None.
Insider Knazev Sergei
Role President, PEO, Director
Type Security Shares Price Value
Grant/Award Common Stock, par value $0.001 per share F1, F2, F3, F4 100,000 $0.10 $10K
Holdings After Transaction: Common Stock, par value $0.001 per share — 158,456 shares (Direct)
Footnotes (4)
  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 $10,000 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).
  3. F3. Reflects beneficial ownership following the reported transaction as of March 8, 2026, consisting of the 58,456 shares reported on the Reporting Person's Form 3 filed May 22, 2026 and the 100,000 shares reported herein. The Reporting Person subsequently acquired 5,000 shares on August 14, 2026 and 25,000 shares on August 17, 2026 in open-market purchases reported on the Form 4 filed August 18, 2026; the totals reported on that Form 4 inadvertently omitted the 100,000 shares reported herein. The Reporting Person's beneficial ownership as of the date of this filing is 188,456 shares.
  4. F4. Of the shares reported, 88,456 shares are held in a brokerage account in the name of the Reporting Person and the 100,000 shares reported herein are held of record in book-entry form at the Issuer's transfer agent.
Shares granted 100,000 shares Common stock grant to Sergei Knazev on March 8, 2026
Deemed grant price $0.10 per share Valuation used for 100,000-share compensation grant
Aggregate grant value $10,000 Total deemed value of 100,000-share grant for 2025 services
Shares following grant (March 8, 2026) 158,456 shares Beneficial ownership after 100,000-share award
Beneficial ownership as of filing 188,456 shares Includes prior holdings, grant, and August 2026 open-market purchases
Form 3 reported shares 58,456 shares Previously reported holdings on Form 3 filed May 22, 2026
August 14, 2026 purchase 5,000 shares Open-market acquisition previously reported on Form 4
August 17, 2026 purchase 25,000 shares Open-market acquisition previously reported on Form 4
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"
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.
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.
beneficial ownership financial
"Reflects beneficial ownership following the reported transaction as of March 8, 2026"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
book-entry form technical
"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.

FAQ

What insider transaction did SNBH disclose for Sergei Knazev on this Form 4?

The filing reports that Sergei Knazev, President and Principal Executive Officer, received a grant of 100,000 shares of SNBH common stock on March 8, 2026 as a board-approved award under the 2026 Employee Stock Benefit Plan.

At what value were the 100,000 SNBH shares granted to Sergei Knazev?

The 100,000-share grant was valued at a deemed price of $0.10 per share, for an aggregate value of $10,000. The shares were issued as compensation for services rendered in 2025, and no cash consideration was paid by Sergei Knazev.

What is Sergei Knazev’s total beneficial ownership in SNBH after this Form 4?

The footnotes state that Sergei Knazev’s beneficial ownership as of the date of this filing is 188,456 shares of SNBH common stock, reflecting earlier holdings, the 100,000-share grant, and additional open-market purchases previously reported.

How many SNBH shares did Sergei Knazev hold immediately after the March 8, 2026 grant?

Immediately following the March 8, 2026 grant, Sergei Knazev beneficially owned 158,456 shares of SNBH common stock, consisting of 58,456 shares reported on his Form 3 and the 100,000 shares granted in this transaction.

How are Sergei Knazev’s SNBH shares held according to the Form 4 footnotes?

The footnotes explain that 88,456 shares are held in a brokerage account in Sergei Knazev’s name, and the 100,000 granted shares reported here are held of record in book-entry form at the issuer’s transfer agent.

Were the SNBH shares granted to Sergei Knazev registered and under what exemption?

The filing states the 100,000 shares were registered on a Registration Statement on Form S-8 filed February 2, 2026. The grant was approved by the board and is intended to be exempt under Rule 16b-3(d).

Was this SNBH insider grant made under a Rule 10b5-1 trading plan?

No. The Form 4 indicates the Rule 10b5-1 checkbox is not affirmed, and the footnotes describe a board-approved compensation grant, not a transaction pursuant to a Rule 10b5-1 trading plan.

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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*
Knazev Sergei

(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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
President, PEO, Director
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)A100,000A$0.1(2)158,456(3)D(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
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 $10,000 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).
3. Reflects beneficial ownership following the reported transaction as of March 8, 2026, consisting of the 58,456 shares reported on the Reporting Person's Form 3 filed May 22, 2026 and the 100,000 shares reported herein. The Reporting Person subsequently acquired 5,000 shares on August 14, 2026 and 25,000 shares on August 17, 2026 in open-market purchases reported on the Form 4 filed August 18, 2026; the totals reported on that Form 4 inadvertently omitted the 100,000 shares reported herein. The Reporting Person's beneficial ownership as of the date of this filing is 188,456 shares.
4. Of the shares reported, 88,456 shares are held in a brokerage account in the name of the Reporting Person and the 100,000 shares reported herein are held of record in book-entry form at the Issuer's transfer agent.
/s/ Sergei Knazev09/03/2026
** 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)