Amendment No. 5 concerning Silvia, Inc. (SVIA) corrects prior beneficial-ownership disclosures by including 453,426 escrow shares for Professional Capital Management. Anthony Pompliano, the company’s chairman and CEO, and Professional Capital Management report beneficial ownership of an aggregate 15,101,020 shares, approximately 20.02% of common stock. The reported amount includes 298,000 shares held directly by Pompliano, 14,349,594 held by Professional Capital Management and the escrow shares. The percentage is based on 75,402,395 shares outstanding as of October 28, 2026. The correction does not reflect a share acquisition.
The reporting persons share the power to direct voting of the escrow shares through the Stockholder Representative, but cannot dispose of them while they remain in escrow. An aggregate of 900,000 shares, including the escrow shares, was deposited for 12 months after the April 6, 2026 closing to secure indemnification obligations of former CFO Silvia equityholders. The reported ownership excludes up to 4,534,265 earnout shares allocable to Professional Capital Management. They have not been issued; during the five years after closing, they may be issued if the common stock’s volume-weighted average trading price over a specified ten-day period equals or exceeds $9.00 per share, subject to adjustment. That condition has not been satisfied.
Silvia, Inc.'s chief technology officer, Shain Noor, reports a corrected disposition of 45,000 shares withheld on October 6, 2026, to satisfy tax obligations when 125,628 restricted stock units vested; the reported price was $4.18 per share. After withholding, 80,628 shares were delivered. The amendment removes a separate acquisition entry for settlement delivery and corrects reported beneficial ownership to 4,484,326 shares, including 251,257 shares underlying unvested RSUs.
Silvia, Inc. (SVIA) Chief Technology Officer Noor Shain reports that 47,411 shares were withheld on July 6, 2026, to satisfy tax withholding obligations when 125,628 restricted stock units vested; 78,217 shares were delivered to the reporting person. The amendment removes a separate acquisition entry for shares delivered at settlement because the RSU grant was reported separately, and corrects the beneficial-ownership total after the transactions to 4,529,326 shares, including shares held in escrow and shares underlying unvested RSUs.
Silvia, Inc. Chief Technology Officer Noor Shain received a grant of 502,513 restricted stock units on May 19, 2026, under the ProCap Financial, Inc. 2025 Equity Incentive Plan. The units vest in four installments through April 6, 2027, subject to continued service and the award terms. No shares were issued on the grant date, and the RSUs carry no voting or dividend rights unless and until issued. Reported shares following the transaction totaled 4,576,737 as of May 19, 2026; this includes 435,644 shares held in escrow and 502,513 RSU underlying shares, none vested or settled.
Silvia, Inc. (SVIA) Chief Technology Officer Shain Noor amended his Form 3 to report 4,074,224 common shares and a contingent right to receive up to 4,356,450 earnout shares, correcting the event date to April 6, 2026. The added escrow-share and earnout disclosures do not reflect acquisitions after that date; 435,644 of the common shares are held in escrow. The earnout requires a volume-weighted average trading price equal to or exceeding $9.00 per share over a specified 10-day period during the five years following April 6, 2026, plus continued employment or termination without cause as of the Earnout Release Date.
Silvia, Inc. Chief Technology Officer Shain Noor reported beneficial ownership of 4,233,069 common shares, or approximately 5.6%. The percentage is based on 75,402,395 shares outstanding as of October 28, 2026. His reported shares include 3,638,580 received in the April 6, 2026 merger, 435,644 held in escrow, and 251,256 received upon RSU vesting, less 92,411 withheld for taxes.
Noor’s ownership exceeded 5% on October 19, 2026, because Silvia repurchased shares; he acquired no additional shares in that event. He may receive up to 4,356,450 additional earnout shares if, during the five years following the merger, the volume-weighted average trading price over a specified 10-day period equals or exceeds $9.00 per share, subject to adjustment, and employment conditions are met. The earnout shares are not included in his reported holdings.
Silvia, Inc. Chief Executive Officer Anthony John Pompliano III reported that Inflection Points Inc. received 4,240,520 shares in the April 6, 2026 merger and held 14,803,020 shares indirectly afterward. The acquisition includes 453,426 shares held in escrow, which Inflection Points may vote but may not transfer while they remain in escrow.
Inflection Points also received a contingent right to up to 4,534,265 additional shares, subject to the Common Stock’s volume-weighted average trading price equaling or exceeding $9.00 per share, subject to adjustment, over the specified 10-day period during the five-year period beginning April 6, 2026. Any issued earnout shares are subject to a six-month lock-up after the Earnout Release Date.
Silvia, Inc. (SVIA) ownership disclosure was corrected to show that 10% owner Inflection Points Inc. acquired 4,240,520 common shares in the April 6, 2026 merger and held 14,803,020 shares directly afterward. The acquisition includes 453,426 Escrow Shares held to secure indemnification obligations; Inflection Points may vote them but may not transfer them while they remain in escrow.
Inflection Points also acquired a contingent earnout right to receive up to 4,534,265 shares, contingent on the common stock’s volume-weighted average trading price over the specified 10-day period equaling or exceeding $9.00 per share, subject to adjustment, during the five-year period beginning April 6, 2026. No separate cash exercise payment is required; issued earnout shares are subject to a six-month lock-up after the Earnout Release Date.
Silvia, Inc.'s Interim CFO Abbey Catalina reported direct ownership of 12,500 shares of common stock as of October 20, 2026.