[Form 4] Stereotaxis, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Color Star Technology Co., Ltd. (NASDAQ: ADD) reported the results of its 29 June 2025 Annual General Meeting in a Form 6-K filing. Holders of 17,083,723 ordinary shares, representing 57.9 % of outstanding shares, formed a quorum and approved every agenda item.

Key resolutions:

• Reverse Share Split & Share Consolidation: Board may implement a reverse split at a ratio between 1-for-5 and 1-for-100. This reduces the share count and raises the par value while keeping authorised capital at US$32 million. Vote: 99.0 % in favour (16.92 m For / 0.16 m Against).
• Corporate Rebrand: Company name will change to Zeta Network Group. Vote: 99.3 % in favour (16.97 m For).
• Articles Amendment: Adoption of a Seventh Amended & Restated Memorandum and Articles to reflect the share consolidation and name change (99.3 % support).
• 2025 Equity Incentive Plan: Authorises new share-based awards; passed with 99.1 % support.
• Board Elections: Five directors (Wei Zhang, Hung-Jen Kuo, Honglei Jiang, Yan Zhang, Samantha Huang) re-elected with ~99.2 % approval each.
• Auditor Ratification: Assentsure PAC retained for FY 2025 (99.5 % approval).
• Routine filings and adjournment authorities also approved.

Implications for investors: The reverse split authority provides flexibility to lift a depressed share price or meet exchange listing requirements, but may compress existing shareholdings depending on the final ratio chosen. The equity plan could introduce dilution over time, while the rebrand signals a strategic repositioning. No financial performance metrics were disclosed in this filing.

Positive

• Shareholder approvals across all 12 proposals provide the board with clear mandate and reduce execution risk.
• Potential bid-price compliance through authorised reverse split could help maintain NASDAQ listing.
• Rebranding to Zeta Network Group may refresh market perception and align with strategic repositioning.

Negative

• Broad 1-for-100 reverse split authority introduces uncertainty and potential value compression for existing shareholders.
• 2025 Equity Incentive Plan adds future dilution risk, particularly after the share consolidation.

Insights

Financial Analyst

TL;DR Governance items passed; reverse split enables compliance but raises dilution risk—overall neutral to slightly cautious impact.

The reverse split authority is the most material resolution. It gives the board a broad 1-for-5 to 1-for-100 range, suggesting a potentially very low current trading price and possible NASDAQ delisting pressure. While a consolidation can restore bid price compliance, it does not add intrinsic value and historically leads to negative post-split returns if not paired with operational improvement. The 2025 Equity Incentive Plan further increases potential dilution once the split is effected. On the positive side, all items passed with overwhelming support, indicating shareholder alignment, and the rebranding could facilitate marketing around new business lines. Absent earnings data, cash metrics, or strategic detail, the filing is largely procedural. I view the net impact as neutral, with a watch flag on execution of the split ratio.

Corporate Governance Expert

TL;DR Strong shareholder support reflects governance stability; broad split authority requires vigilant oversight.

From a governance perspective, achieving nearly 99 % approval across all items shows effective engagement and absence of organised dissent. Amendments to the Memorandum and Articles are routine when undertaking a share consolidation and name change, and the company has secured authorisation for requisite Cayman filings, minimising procedural risk. However, granting a 1-for-100 cap without preset conditions concentrates significant power in the board’s hands. Best practice would involve clearer triggers or a narrower range to protect minority holders. The refreshed board composition and continued appointment of Assentsure PAC provide continuity. Overall impact is neutral but merits monitoring the board’s timing and communication around the eventual split execution.

SEC Form 4

FORM 4

UNITED 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^*

SHAMIR NACHUM

(Last) (First) (Middle)

C/O STEREOTAXIS, INC.

710 NORTH TUCKER BLVD., SUITE 110

(Street)

ST. LOUIS MO 63101

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Stereotaxis, Inc. [ STXS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	07/01/2025		A		43,668(1)	A	$0	89,276	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Grant of restricted share units. Each restricted share unit represents a right to receive one share of common stock. The restricted share units vest on the earliest to occur of (i) the fifth anniversary of the date of the award, (ii) the date on which the service of the director on the board of directors terminates, or (iii) a Change of Control (as defined in the award documents).

	/s/ Kimberly R. Peery, Attorney-in-Fact for Nachum Shamir	07/03/2025
	** Signature of Reporting Person	Date
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.

FAQ

What reverse split ratio did Color Star (ADD) approve?

Shareholders authorised a ratio between 1-for-5 and 1-for-100; the exact ratio will be set later by the board.

Why is Color Star changing its name to Zeta Network Group?

The AGM approved a special resolution to rebrand; the filing gives no additional rationale beyond adopting the new name.

Did shareholders approve the 2025 Equity Incentive Plan?

Yes, the plan passed with 16.93 m For vs. 0.15 m Against, enabling future share-based awards.

Who will audit Color Star for FY 2025?

Assentsure PAC was ratified as the independent registered public accounting firm.

Were any directors opposed during the elections?

All five directors received about 99 % support; opposition votes ranged from 0.14 m to 0.15 m shares.

What percentage of shares were represented at the AGM?

Approximately 57.94 % of the 29.48 m outstanding shares were present or represented by proxy.