[144] Tucows, Inc SEC Filing

Rhea-AI Filing Summary

Tucows Inc. (TCX) – Form 144 Insider Sale Notice

Chief Executive Officer Elliot Noss has filed a Form 144 indicating his intent to sell 12,937 common shares on or about July 1, 2025 through broker 3Macs, a division of Raymond James. Based on the filing’s stated aggregate market value of US$254,988, the planned sale price is approximately $19.70 per share. Tucows’ current shares outstanding are 11,057,112, so the proposed transaction represents roughly 0.12 % of total shares.

The Form 144 also discloses that Noss has already sold 14,900 shares over the past three months in 18 separate transactions, generating gross proceeds of roughly US$248,650. Combining past sales with the upcoming disposition brings total insider sales to 27,837 shares (about 0.25 % of shares outstanding) within a four-month window.

• Nature of shares: Common stock originally acquired on 17-Mar-2014 via a stock-option exchange.
• Broker: 3Macs (Raymond James), Toronto.
• Exchange: NASDAQ or TSX, per issuer dual-listing.

The filing is made under Rule 144, signaling that the seller asserts no undisclosed adverse information and is complying with holding-period and volume limitations. While the absolute number of shares is small relative to the float, continued insider selling—particularly by the CEO—can be perceived as a negative sentiment indicator by investors.

Positive

• Proposed sale equals only ~0.12 % of shares outstanding, suggesting minimal dilution or control impact.

Negative

• CEO Elliot Noss continues a pattern of insider selling—27,837 shares in four months, which may signal reduced management conviction.
• No insider purchases or stated 10b5-1 plan date accompany the sales, leaving motive and timing open to negative interpretation.

Insights

Corporate Governance Analyst

TL;DR: CEO plans more sales; insider selling trend may weigh on sentiment despite small float impact.

Form 144 shows CEO Elliot Noss intends to sell 12,937 shares after having disposed of 14,900 shares since April. Although total sales equal only 0.25 % of outstanding shares—well within Rule 144 volume limits—they extend a visible pattern of insider selling. Persistent leadership dispositions can signal limited near-term confidence or simply portfolio diversification, but markets often interpret them cautiously. The filing provides no offsetting insider purchases or corporate context such as a 10b5-1 adoption date, leaving investors uncertain about motive. Given Tucows’ modest trading volume, even small blocks can pressure price in the short term. Overall, disclosure is transparent yet arguably negative for sentiment.

Portfolio Manager

TL;DR: Transaction immaterial to ownership structure; monitor for continued selling momentum.

From a portfolio perspective, 12.9k shares on an 11 m share base is negligible for dilution or voting control, and cumulative sales remain below 1 %—well under any threshold that would alter intrinsic valuation models. However, insider trading activity can influence market psychology, particularly in small-cap names like TCX. The absence of recent insider buys amplifies the bearish tone. I would flag the stock for short-term technical weakness and await next earnings for fundamental confirmation before adjusting position size.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common Stock	3Macs, a division of Raymond James Ltd. 1806 - 200 King Street West Toronto A6 A6 M5H 3T4	12937	254988.30	11057112	07/01/2025	NASDAQ or TSX

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common Stock	03/17/2014	Stock Option Exchange	Tucows Inc.			12937	03/17/2014	Cheque

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Elliot Noss 96 Mowat Ave Toronto A6 M6K 3M1	Common Stock	04/02/2025	200	3396.44
Elliot Noss 96 Mowat Ave Toronto A6 M6K 3M1	Common Stock	04/03/2025	1000	16567.63
Elliot Noss 96 Mowat Ave Toronto A6 M6K 3M1	Common Stock	04/04/2025	1000	16226.09
Elliot Noss 96 Mowat Aave Toronto A6 M6K 3M1	Common Stock	04/07/2025	500	7721.95
Elliot Noss 96 Mowat Ave Toronto A6 M6K 3M1	Common Stock	04/09/2025	300	4507.38
Elliot Noss 96 Mowat Ave Toronto A6 M6K 3M1	Common Stock	04/14/2025	1000	16243.24
Elliot Noss 96 Mowat Ave Toronto A6 M6K 3M1	Common Stock	04/17/2025	1000	16177.64
Elliot Noss 96 Mowat Ave Toronto A6 M6K 3M1	Common Stock	04/22/2025	500	8183.73
Elliot Noss 96 Mowat Ave Toronto A6 M6K 3M1	Common Stock	04/23/2025	500	8288.31
Elliot Noss 96 Mowat Ave Toronto A6 M6K 3M1	Common stock	04/24/2025	500	8527.69
Elliot Noss 96 Mowat Ave Toronto A6 M6K 3M1	Common Stock	05/07/2025	700	11474.48
Elliot Noss 96 Mowat Ave Toronto A6 M6K 3M1	Common Stock	04/11/2025	1000	15563.28
Elliot Noss 96 Mowat AVe Toronto A6 M6K 3M1	Common Stock	05/05/2025	800	12968.36
Elliot Noss 96 Mowat Ave Toronto A6 M6K 3M1	Common Stock	05/08/2025	1600	27674.35
Elliot Noss 96 Mowat Ave Toronto A6 M6K 3M1	Common Stock	05/14/2025	500	8675.59
Elliot Noss 96 Mowat Ave Toronto A6 M6K 3M1	Common Stock	05/15/2025	3000	53258.63
Elliot Noss 96 Mowat Ave Toronto A6 M6K 3M1	Common Stock	05/09/2025	100	1768.71
Elliot Noss 96 Mowat Ave Toronto A6 M6K 3M1	Common Stock	05/06/2025	700	11426.81

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

How many Tucows (TCX) shares does the CEO plan to sell under this Form 144?

The filing states 12,937 common shares are slated for sale.

What percentage of Tucows' outstanding shares does the planned sale represent?

Approximately 0.12 % of the 11,057,112 shares outstanding.

How many shares has Elliot Noss already sold in the past three months?

The form lists 14,900 shares sold between 2-Apr-2025 and 15-May-2025.

What is the estimated dollar value of the upcoming sale?

The aggregate market value is listed as US$254,988.30.

Which broker is handling the transaction and on which exchange?

Broker: 3Macs (Raymond James); Exchange: NASDAQ or TSX.

When were the shares originally acquired by the CEO?

They were acquired on 17-Mar-2014 via a stock-option exchange.