STOCK TITAN

Stewards readies 20.6M-share resale at $3.00

Stewards, Inc. (SWRD) has filed a prospectus supplement for the resale of up to 20,621,250 shares of common stock by existing selling stockholders.

(Neutral)
(Neutral)
Form Type
424B3

Rhea-AI Filing Summary

Stewards, Inc. (SWRD) has filed a prospectus supplement for the resale of up to 20,621,250 shares of common stock by existing selling stockholders. The shares stem from a prior private placement, including 9,750,000 common shares, 487,500 registration-delay shares, and 10,383,750 shares issuable from warrants and pre-funded warrants.

The company will not receive proceeds from resale of the shares, but may receive cash if the warrants are exercised. Shares are offered at a fixed price of $3.00 per share while trading on the OTCID Market, where the stock is thinly traded, which may limit resale liquidity. Stewards has a multi-class voting structure, with founders and affiliates collectively controlling about 87% of total voting power through Series B Preferred Stock and a Voting Agreement, which may limit common stockholders’ influence and could qualify the company as a “controlled company” if it becomes listed on a national securities exchange.

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Shares registered for resale 20,621,250 shares Total common stock covered by this prospectus supplement for resale
Private placement common shares 9,750,000 shares Common stock issued in the private placement
Registration-delay shares 487,500 shares Additional common stock issued as a registration delay payment
Shares from warrants 10,383,750 shares Common stock issuable upon exercise of warrants and pre-funded warrants
Resale price while on OTCID $3.00 per share Fixed resale price while SWRD trades on the OTCID Market
OTCID closing price $3.00 per share Closing price on July 14, 2026 for SWRD common stock
Voting power controlled by founders and affiliates 87% Approximate share of total company voting power they control
Votes per Series B Preferred share 50 votes per share Each Series B Preferred Stock share voting power versus one vote per common share
multi-class voting structure financial
"Our common stock has a multi-class voting structure."
pre-funded warrants financial
"shares issuable upon the exercise of warrants and pre-funded warrants"
Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.
controlled company regulatory
"we would qualify as a “controlled company” under the rules"
A controlled company is a publicly traded firm where one shareholder or a small group holds enough voting power to determine board members and major strategic choices. For investors this matters because control can speed decision-making and protect long-term plans, but it also raises the risk that majority owners will favor their own interests over minority shareholders, reducing outside oversight—like a family-owned restaurant that sold shares but the family still calls the shots.
Voting Agreement regulatory
"This voting control is further reinforced by a Voting Agreement dated August 25, 2025"
A voting agreement is a legally binding pact in which shareholders promise to cast their votes the same way on certain corporate matters, such as electing directors or approving a merger. It matters to investors because it changes who controls company decisions and makes outcomes more predictable—like a group of neighbors agreeing in advance to vote the same way on a community rule, it can strengthen or limit the influence of other shareholders and affect the company’s future direction.
OTCID Market market
"Our common stock is currently quoted on the OTCID Market"
Plan of Distribution regulatory
"See “Plan of Distribution” in the Prospectus for a more complete description"
Offering Type secondary
Price Range $3.00 per share while quoted on OTCID Market
Use of Proceeds Company receives no proceeds from resales; it may receive cash from exercise of warrants and pre-funded warrants.

FAQ

What is Stewards, Inc. (SWRD) registering in this prospectus supplement?

Stewards, Inc. is registering the resale of up to 20,621,250 shares of common stock by selling stockholders. This total includes private placement shares, registration-delay shares, and shares issuable on exercise of warrants and pre-funded warrants.

Does Stewards, Inc. (SWRD) receive any cash from this 20,621,250-share resale?

Stewards, Inc. will not receive proceeds from the sale of these shares by selling stockholders. It may receive cash only if the associated warrants and pre-funded warrants are exercised for cash, generating potential additional funding.

At what price are SWRD shares being offered in this resale?

While SWRD trades on the OTCID Market, the selling stockholders will offer shares at a fixed price of $3.00 per share. If the stock becomes listed or quoted on higher-tier markets, shares may instead sell at prevailing or negotiated market prices.

What voting control do Stewards, Inc. (SWRD) founders and affiliates hold?

Stewards, Inc. discloses that its founders and affiliates collectively control approximately 87% of total voting power. This is driven by Series B Preferred Stock with 50 votes per share and a Voting Agreement, which can significantly limit common stockholders’ influence.

How liquid is Stewards, Inc. (SWRD) stock for investors in this offering?

The company states its common stock is very thinly traded on the OTCID Market. Because an active, liquid market does not currently exist, investors may be unable to resell shares at or near the $3.00 offering price, or possibly at all.

On which market does Stewards, Inc. (SWRD) currently trade and at what recent price?

Stewards, Inc. common stock is quoted on the OTCID Market under the symbol SWRD. On July 14, 2026, the closing price was $3.00 per share, matching the fixed resale price while it remains on this market.

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

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Filed pursuant to Rule 424(b)(3)
Registration Statement No. 333-291586
 
Prospectus Supplement No. 3
(To prospectus dated July 16, 2026)
image_0a.jpg 
20,621,250 Shares of Common Stock
 
This Prospectus Supplement No. 3 (this “Prospectus Supplement”) supplements the prospectus dated July 16, 2026 (the “Prospectus”) relating to the resale of up to 20,621,250 shares of common stock, par value $0.0001 per share, of Stewards, Inc. (formerly known as Favo Capital, Inc.) (the “Company,” “we,” “us,” or “our”) by the selling stockholders named in the Prospectus. These shares were issued to the selling stockholders pursuant to a Securities Purchase Agreement in connection with a private placement that closed on December 12, 2024 and July 30, 2025. The shares include 9,750,000 shares of common stock issued in the private placement, an additional 487,500 shares issued as a registration delay payment, and 10,383,750 shares issuable upon the exercise of warrants and pre-funded warrants issued in the same private placement.
 
This Prospectus Supplement is being filed to update and supplement the information in the Prospectus with the information contained in the Company’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 14, 2026 (the “August 10-Q”), which is set forth below. To the extent information in this Prospectus Supplement differs from, updates or conflicts with information contained in the Prospectus, the information in this Prospectus Supplement is the more current information.
This Prospectus Supplement should be read in conjunction with the Prospectus (including and any other prior prospectus supplements) and is qualified by reference to the Prospectus, except to the extent that the information in this Prospectus Supplement updates or supersedes the information contained in the Prospectus. This Prospectus Supplement is not complete without, and may not be delivered or utilized except in conjunction with, the Prospectus, including any amendments or supplements thereto. Please keep this Prospectus Supplement with the Prospectus for future reference.
 
Our common stock has a multi-class voting structure. Each share of our Series B Preferred Stock is entitled to 50 votes on any matter brought before the voting shareholders of the Company, while each share of common stock is entitled to one vote. As a result, the holder of Series B Preferred Stock (currently Forfront Capital, LLC, an affiliate) controls the majority of the total voting power of the Company. This voting control is further reinforced by a Voting Agreement dated August 25, 2025, under which Forfront Capital, LLC has agreed to vote its Series B Preferred Stock in accordance with the direction of a majority vote of the Company’s founders (Vincent Napolitano, Shaun Quin, and Glen Steward), with the Company’s President holding an irrevocable proxy to vote the shares in accordance with the founders’ direction. This structure may limit the ability of holders of common stock to influence corporate matters.
 
We have a multi-class voting structure under which our Founders and affiliates collectively control approximately 87% of the total voting power of the Company. As a result, we would qualify as a “controlled company” under the rules of a national securities exchange or other eligible market if our common stock were to become listed or quoted on such market and applicable ownership thresholds



were satisfied. We do not currently satisfy the listing standards of any national securities exchange, and there can be no assurance that our common stock will ever be listed on a national securities exchange or quoted on another eligible market. See “Potential Implications of Controlled Company Status” and “Description of Capital Stock” in the Prospectus, as well as “Risk Factors – Our potential controlled company status and the concentration of voting power among our Founders could limit your ability to influence corporate matters” for a more detailed discussion of our governance structure and the implications of concentrated voting control.
 
The selling stockholders will offer and sell the shares at a fixed price of $3.00 per share while our common stock continues to trade on the OTCID Market. In the event that our common stock were to become listed on a national securities exchange or becomes eligible for quotation on the OTCQB or OTCQX, the selling stockholders may sell shares at prevailing market prices, prices related to prevailing market prices, or negotiated prices, subject to applicable securities laws and market availability. See “Plan of Distribution” in the Prospectus for a more complete description of the ways in which the shares of common stock may be sold. We will not receive any proceeds from the sales of these shares by the selling stockholders. However, we may receive proceeds from the exercise of the warrants and pre-funded warrants if exercised for cash.
 
Our common stock is currently quoted on the OTCID Market operated by OTC Markets Group Inc. under the symbol “SWRD.” On July 14, 2026, the closing price of our common stock on the OTCID Market was $3.00 per share. Our common stock is currently very thinly traded, and an active, liquid trading market for our securities does not currently exist. As a result, investors purchasing shares in this offering may be unable to resell their shares at or near the offering price, or at all. This offering will proceed regardless of whether any such listing or quotation is obtained.
 
NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED OF THESE SECURITIES OR PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
 
 The date of this Prospectus Supplement is August 19, 2026.