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General Fusion Group (GFUZ) founder reports option and share stakes

(Neutral)
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Form Type
3

Rhea-AI Filing Summary

General Fusion Group Ltd. founder and CSO Michel Laberge reports his beneficial ownership in common shares, Earnout Shares and related options. He directly holds 126,978 common shares and indirectly holds 116,052 common shares reported as indirectly owned "By Ltd."

He also holds several option packages over common and earnout shares, including options over 109,706 common shares at an exercise price of $0.5300 expiring on 2035-08-06 and 116,293 shares at $8.9500 expiring on 2036-05-27. Earnout options with a $0.0100 exercise price and related Earnout Shares, including 26,448 direct and 24,174 indirect, may convert into common shares if volume weighted average price targets of $15.00, $20.00 and $25.00 are met on or before July 10, 2031.

Positive

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Insider Laberge Michel
Role Founder and CSO
Type Security Shares Price Value
holding Stock Option (right to buy) F1 -- -- --
holding Stock Option (right to buy) F2 -- -- --
holding Stock Option (right to buy) F3 -- -- --
holding Stock Option (right to buy) F3 -- -- --
holding Earnout Options (right to buy) F1, F4 -- -- --
holding Earnout Options (right to buy) F3, F4 -- -- --
holding Earnout Options (right to buy) F2, F4 -- -- --
holding Earnout Shares F4 -- -- --
holding Earnout Shares F4 -- -- --
holding Common Shares -- -- --
holding Common Shares -- -- --
Holdings After Transaction: Stock Option (right to buy) — 299,538 shares (Direct); Earnout Options (right to buy) — 62,401 shares (Direct); Earnout Shares — 26,448 shares (Direct); Earnout Shares — 24,174 shares (Indirect, By Ltd.); Common Shares — 126,978 shares (Direct); Common Shares — 116,052 shares (Indirect, By Ltd.)
Footnotes (4)
  1. F1. These options vested as to 25% of the underlying shares on the first anniversary of the original date of grant by General Fusion Inc. (the "Legacy Company"), or in the case of Earnout Options, the first anniversary of the original date of grant of the associated option award, with the remaining shares vesting in 12 substantially equal quarterly installments thereafter. All underlying shares that vested prior to the closing of the Legacy Company's business combination with Spring Valley Acquisition Corp. III (the "Business Combination") remained vested following their exchange for options of General Fusion Group Ltd. (the "Company"), and the Earnout Options associated with each option award retained the vesting history of the associated option award.
  2. F2. These options vested as to 25% of the underlying shares on the original date of grant by the Legacy Company, or in the case of Earnout Options, the original date of grant of the associated option award, and 25% of the remaining shares will vest on the first anniversary of the original date of grant, or in the case of Earnout Options, the first anniversary of the original date of grant of the associated option award, with the remaining shares vesting in twelve substantially equal quarterly installments thereafter. All underlying shares that vested prior to the closing of the Business Combination remained vested following their exchange for options of the Company, and the Earnout Options associated with each option award retained the vesting history of the associated option award.
  3. F3. These options vest as to 25% of the underlying shares on the first anniversary of the original date of grant by the Legacy Company, or in the case of Earnout Options, the first anniversary of the original date of grant of the associated option award, with the remaining shares vesting in 12 substantially equal quarterly installments thereafter.
  4. F4. Earnout Shares, including the Earnout Shares underlying the Earnout Options, consist of a substantially equal number of Class A Earnout Shares, Class B Earnout Shares, and Class C Earnout Shares, which will automatically convert into common shares of the Company if, on or before July 10, 2031, the volume weighted average price of the Company's common shares equals or exceeds each of $15.00, $20.00 and $25.00, respectively, for any 20 trading days within any period of 30 consecutive trading days.
Direct common shares 126,978 shares Directly owned common shares as of 2026-07-10
Indirect common shares 116,052 shares Indirectly owned common shares reported as "By Ltd." as of 2026-07-10
Stock option at $0.5300 109,706 underlying shares Stock Option (right to buy) at $0.5300, expiring 2035-08-06, over common shares
Stock option at $8.9500 116,293 underlying shares Stock Option (right to buy) at $8.9500, expiring 2036-05-27, over common shares
Earnout Options at $0.0100 38,478 underlying shares Earnout Options (right to buy) at $0.0100, expiring 2031-07-10, over Earnout Shares
Direct Earnout Shares 26,448 shares Direct Earnout Shares that may convert into common shares by 2031-07-10
Indirect Earnout Shares 24,174 shares Indirect Earnout Shares that may convert into common shares by 2031-07-10
Earnout VWAP thresholds $15.00, $20.00, $25.00 Volume weighted average price triggers for Class A, B and C Earnout Shares by July 10, 2031
Earnout Options financial
"Earnout Options (right to buy) with exercise price $0.0100 expiring 2031-07-10"
Earnout Shares financial
"Earnout Shares will automatically convert into common shares if price targets are met"
Earnout shares are company stock promised to sellers as part of an acquisition that only becomes payable if the acquired business hits agreed future performance targets, like revenue or profit goals. They matter to investors because they can increase the number of shares outstanding (dilution), tie seller incentives to future success, and create uncertainty about the actual cost of the deal and future ownership unless the performance conditions are clearly understood.
volume weighted average price financial
"convert into common shares if the volume weighted average price equals or exceeds $15.00, $20.00 and $25.00"
The volume weighted average price (VWAP) is a way to measure the average price of a security, such as a stock, over a specific period, taking into account how many units were traded at each price. It’s similar to calculating the average cost of items bought when some are more frequently purchased than others. Investors use VWAP to assess whether a security is being bought or sold at a fair price during trading.
Business Combination financial
"All underlying shares that vested prior to the closing of the Business Combination remained vested"
A business combination happens when two or more companies join together to operate as one, like two friends merging their teams into a single group. This is important because it can change how companies grow, compete, and make money, often making them bigger and more powerful in the market.
Legacy Company financial
"original date of grant by General Fusion Inc. referred to as the Legacy Company"

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

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FAQ

What is Michel Laberge’s role at General Fusion Group (GFUZ)?

Michel Laberge is reported as Founder and Chief Science Officer (CSO) of General Fusion Group Ltd. This makes him both a key executive and the scientific leader, while also being a significant holder of common shares, options and Earnout Shares.

How many GFUZ common shares does Michel Laberge own?

Michel Laberge directly holds 126,978 common shares of General Fusion Group Ltd. He also has an indirect position of 116,052 common shares, reported as indirectly owned "By Ltd.", reflecting additional exposure through a related entity.

What stock option positions in GFUZ does Michel Laberge report?

Michel Laberge reports multiple stock options over common shares, including 109,706 underlying shares at an exercise price of $0.5300 expiring 2035-08-06 and 116,293 shares at $8.9500 expiring 2036-05-27, plus additional grants such as 5,131 shares at $5.4400 and 68,408 shares at $8.9500.

How are GFUZ Earnout Options and Earnout Shares structured for Michel Laberge?

His Earnout Options have a $0.0100 exercise price over Earnout Shares, which consist of Class A, B and C Earnout Shares. These will automatically convert into common shares if the volume weighted average price reaches $15.00, $20.00 and $25.00, respectively, by July 10, 2031.

What is the vesting schedule for Michel Laberge’s GFUZ option awards?

The footnotes describe that his options generally vest 25% on the original grant date or first anniversary, with the remaining shares vesting in 12 substantially equal quarterly installments. Earnout Options follow the vesting history of their associated option awards, including service already completed before the business combination.

What indirect GFUZ holdings does Michel Laberge report?

Beyond direct holdings, Michel Laberge reports 116,052 common shares and 24,174 Earnout Shares as indirectly owned, noted as "By Ltd.". These indirect positions complement his direct common share and Earnout Share stakes and form part of his overall economic interest in the company.
SEC Form 3
FORM 3UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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:3235-0104
Estimated average burden
hours per response:0.5
1. Name and Address of Reporting Person*
Laberge Michel

(Last)(First)(Middle)
6020 RUSS BAKER WAY

(Street)
RICHMONDV7B 1B4

(City)(State)(Zip)

BRITISH COLUMBIA, CANADA

(Country)
2. Date of Event Requiring Statement (Month/Day/Year)
07/10/2026
3. Issuer Name and Ticker or Trading Symbol
General Fusion Group Ltd. [ GFUZ ]
3a. Foreign Trading Symbol
5. If Amendment, Date of Original Filed (Month/Day/Year)
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Founder and CSO
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Shares126,978D
Common Shares116,052IBy Ltd.
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year)3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (right to buy) (1)09/11/2034Common Shares5,131$5.44D
Stock Option (right to buy) (2)08/06/2035Common Shares109,706$0.53D
Stock Option (right to buy) (3)05/27/2036Common Shares116,293$8.95D
Stock Option (right to buy) (3)06/17/2036Common Shares68,408$8.95D
Earnout Options (right to buy) (1)(4)07/10/2031Earnout Shares1,068$0.01D
Earnout Options (right to buy) (3)(4)07/10/2031Earnout Shares38,478$0.01D
Earnout Options (right to buy) (2)(4)07/10/2031Earnout Shares22,855$0.01D
Earnout Shares (4)07/10/2031Common Shares26,448(4)D
Earnout Shares (4)07/10/2031Common Shares24,174(4)IBy Ltd.
Explanation of Responses:
1. These options vested as to 25% of the underlying shares on the first anniversary of the original date of grant by General Fusion Inc. (the "Legacy Company"), or in the case of Earnout Options, the first anniversary of the original date of grant of the associated option award, with the remaining shares vesting in 12 substantially equal quarterly installments thereafter. All underlying shares that vested prior to the closing of the Legacy Company's business combination with Spring Valley Acquisition Corp. III (the "Business Combination") remained vested following their exchange for options of General Fusion Group Ltd. (the "Company"), and the Earnout Options associated with each option award retained the vesting history of the associated option award.
2. These options vested as to 25% of the underlying shares on the original date of grant by the Legacy Company, or in the case of Earnout Options, the original date of grant of the associated option award, and 25% of the remaining shares will vest on the first anniversary of the original date of grant, or in the case of Earnout Options, the first anniversary of the original date of grant of the associated option award, with the remaining shares vesting in twelve substantially equal quarterly installments thereafter. All underlying shares that vested prior to the closing of the Business Combination remained vested following their exchange for options of the Company, and the Earnout Options associated with each option award retained the vesting history of the associated option award.
3. These options vest as to 25% of the underlying shares on the first anniversary of the original date of grant by the Legacy Company, or in the case of Earnout Options, the first anniversary of the original date of grant of the associated option award, with the remaining shares vesting in 12 substantially equal quarterly installments thereafter.
4. Earnout Shares, including the Earnout Shares underlying the Earnout Options, consist of a substantially equal number of Class A Earnout Shares, Class B Earnout Shares, and Class C Earnout Shares, which will automatically convert into common shares of the Company if, on or before July 10, 2031, the volume weighted average price of the Company's common shares equals or exceeds each of $15.00, $20.00 and $25.00, respectively, for any 20 trading days within any period of 30 consecutive trading days.
Remarks:
Exhibit List: Exhibit 24-Power of Attorney
/s/ Griffin D. Foster, as attorney-in-fact for Michel Laberge07/21/2026
** 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 5 (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 3: SEC 1473 (03-26)