Silvia CTO corrects ownership total to 4.53M shares

The corrected beneficial-ownership total includes 435,644 shares held in escrow and 376,885 shares underlying unvested RSUs.

Available on EDGAR 11/06/2026 - 04:49 PM EST Accepted by SEC EDGAR 11/06/2026 - 04:48 PM EST Learn about SEC filing dates

This filing corrects an earlier one, and you can read the original Form 4 if you want to see what changed.

Rhea-AI Filing Summary

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.

Insider Trade Summary

Tax Withholding: 47,411 shares

Tax Withholding 1 txn

Insider Noor Shain

Role Chief Technology Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock, par value $0.001 per share F1, F2	47,411	$1.65	$78K

Holdings After Transaction: Common Stock, par value $0.001 per share — 4,529,326 shares (Direct)

Holdings Before and After: Common Stock, par value $0.001 per share, 4,576,737 to 4,529,326 shares (Direct)

Footnotes (2)

1. F1. Represents shares of common stock, par value $0.001 per share (the "Common Stock"), of Silvia, Inc. (formerly known as ProCap Financial, Inc.) (the "Issuer") withheld by the Issuer to satisfy tax withholding obligations upon the settlement of 125,628 restricted stock units ("RSUs") that vested on July 6, 2026. After such withholding, 78,217 shares of Common Stock were delivered to the Reporting Person.
2. F2. Consists of (i) 4,152,441 shares of Common Stock held directly, including 435,644 shares of Common Stock received by the Reporting Person in the merger of Silvia Merger Sub, Inc. with and into CFO Silvia, Inc. on April 6, 2026 and held in escrow for the benefit of the Reporting Person to secure indemnification obligations under the related merger agreement, which shares may not be transferred by the Reporting Person while so held, and (ii) 376,885 shares of Common Stock underlying unvested RSUs granted to the Reporting Person on May 19, 2026, which are scheduled to vest as follows: 125,628 RSUs on October 6, 2026; 125,628 RSUs on January 6, 2027; and 125,629 RSUs on April 6, 2027, in each case subject to the Reporting Person's continued service and the other terms of the award.

Key Figures

Shares withheld: 47,411 shares Reported transaction price per share: $1.65 per share Restricted stock units vested: 125,628 RSUs +4 more

7 metrics

Shares withheld 47,411 shares Withheld for tax obligations on July 6, 2026

Reported transaction price per share $1.65 per share Shares withheld on July 6, 2026

Restricted stock units vested 125,628 RSUs Vested on July 6, 2026

Shares delivered after withholding 78,217 shares Delivered to the reporting person upon settlement

Beneficially owned following transactions 4,529,326 shares Corrected amount, including shares underlying unvested RSUs

Shares held in escrow 435,644 shares Held for the benefit of the reporting person

Shares underlying unvested RSUs 376,885 shares Granted May 19, 2026

Key Terms

restricted stock units, beneficially owned, tax withholding obligations, held in escrow

4 terms

restricted stock units financial

"settlement of 125,628 restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

beneficially owned financial

"amount beneficially owned following the reported transactions"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

tax withholding obligations financial

"withheld by the Issuer to satisfy tax withholding obligations"

held in escrow financial

"shares of Common Stock held in escrow for the benefit"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many SVIA shares did Noor Shain have withheld, and why?

47,411 shares were withheld to satisfy tax withholding obligations when 125,628 restricted stock units vested on July 6, 2026. After withholding, 78,217 shares were delivered to the reporting person.

Why was Noor Shain's SVIA Form 4 amended?

The amendment removes the separate acquisition entry for 125,628 shares delivered upon settlement because the underlying RSU grant was reported separately as an acquisition on its May 19, 2026 grant date. It also corrects the vesting date and the beneficial-ownership amount following the reported transactions.

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

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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^*

Noor Shain

(Last) (First) (Middle)

600 LEXINGTON AVENUE, FLOOR 2

(Street)

NEW YORK NEW YORK 10022

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Silvia, Inc. [ SVIA ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/06/2026

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

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

4. If Amendment, Date of Original Filed (Month/Day/Year)
07/08/2026

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, par value $0.001 per share	07/06/2026		F		47,411(1)	D	$1.65	4,529,326(2)	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. Represents shares of common stock, par value $0.001 per share (the "Common Stock"), of Silvia, Inc. (formerly known as ProCap Financial, Inc.) (the "Issuer") withheld by the Issuer to satisfy tax withholding obligations upon the settlement of 125,628 restricted stock units ("RSUs") that vested on July 6, 2026. After such withholding, 78,217 shares of Common Stock were delivered to the Reporting Person.

2. Consists of (i) 4,152,441 shares of Common Stock held directly, including 435,644 shares of Common Stock received by the Reporting Person in the merger of Silvia Merger Sub, Inc. with and into CFO Silvia, Inc. on April 6, 2026 and held in escrow for the benefit of the Reporting Person to secure indemnification obligations under the related merger agreement, which shares may not be transferred by the Reporting Person while so held, and (ii) 376,885 shares of Common Stock underlying unvested RSUs granted to the Reporting Person on May 19, 2026, which are scheduled to vest as follows: 125,628 RSUs on October 6, 2026; 125,628 RSUs on January 6, 2027; and 125,629 RSUs on April 6, 2027, in each case subject to the Reporting Person's continued service and the other terms of the award.

Remarks:

This Form 4/A amends the Form 4 filed by the Reporting Person on July 8, 2026 (Accession No. 0001493152-26-032496) (the "Original Form 4") to (i) remove the line reporting an acquisition of 125,628 shares of Common Stock on July 7, 2026, (ii) correct the amount of securities beneficially owned following the reported transaction and (iii) correct the transaction date for when vesting occurred. The 125,628 shares were delivered upon the settlement of a portion of the RSUs granted to the Reporting Person on May 19, 2026. The Reporting Person reports that grant on a separate Form 4 as an acquisition, as of the grant date, of the shares of Common Stock underlying the RSUs; accordingly, the delivery of shares upon settlement is not reported as a separate acquisition. The amount reported in the Original Form 4 as beneficially owned following the reported transactions did not include the 435,644 shares held in escrow for the benefit of the Reporting Person or the shares underlying the Reporting Person's unvested RSUs. The withholding transaction reported in the Original Form 4 is restated above with the corrected amount beneficially owned.

	/s/ Shain Noor	11/06/2026
	** 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.
* Form 4: SEC 1474 (03-26)