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StableCoinX (USDE) CEO gains shares via SPAC business combination

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

StableCoinX Inc. director and CEO Edward Tsun-Wei Chen reported indirect acquisitions of Class A and Class B Common Stock tied to the closing of the company’s business combination with TLGY Acquisition Corp. and StablecoinX Assets Inc. The shares were issued at a stated price of $0.00 per share as grants/awards rather than open-market purchases.

Holdings are reported as indirect, including shares held by The Edward Tsun-Wei Chen Trust dated July 12, 2020 and by CPC Sponsor Opportunities I, LP and CPC Sponsor Opportunities I (Parallel), LP. Footnotes state these issuances occurred upon exchange and forfeiture of TLGY Class A shares and Private Placement Warrants and upon exchange of SC Assets Class B Common Stock, with the reporting person disclaiming Section 16 beneficial ownership of CPC fund securities except to the extent of any pecuniary interest.

Positive

  • None.

Negative

  • None.
Insider Chen Edward Tsun-Wei
Role Chief Executive Officer
Type Security Shares Price Value
Grant/Award Class A Common Stock 180,239 $0.00 --
Grant/Award Class B Common Stock 180,239 $0.00 --
Grant/Award Class A Common Stock 215,891 $0.00 --
Grant/Award Class B Common Stock 215,891 $0.00 --
Grant/Award Class A Common Stock 323,750 $0.00 --
Grant/Award Class B Common Stock 323,750 $0.00 --
Holdings After Transaction: Class A Common Stock — 180,239 shares (Indirect, By CPC Sponsor Opportunities I (Parallel), LP); Class B Common Stock — 180,239 shares (Indirect, By CPC Sponsor Opportunities I (Parallel), LP)
Footnotes (1)
  1. These shares of Class A Common Stock of the Issuer were issued in connection with the closing of the business combination (the "Business Combination") among StablecoinX Inc. (the "Issuer"), TLGY Acquisition Corp. ("TLGY"), and StablecoinX Assets Inc. ("SC Assets"), pursuant to the terms of the Business Combination Agreement, dated July 21, 2025, by and among the Issuer, TLGY, SC Assets and the other parties thereto (as amended, the "Business Combination Agreement") and the terms of the Amended and Restated Sponsor Support Agreement, dated as of September 5, 2025, by and among the Issuer, TLGY, SC Assets and the holders of TLGY securities party thereto (the "Sponsor Support Agreement") upon the exchange and forfeiture of TLGY Class A Shares and Private Placement Warrants held by the Reporting Person hereunder. On the effective date of the Business Combination, the closing price of TLGY's Class A ordinary shares was $10.10. Carnegie Park Capital LLC ("CPC") is the manager of CPC Sponsor Opportunities I (Parallel), LP (the "Parallel Fund") and CPC Sponsor Opportunities Fund I, LP (the "CPCSO Fund," together with the Parallel Fund, the "CPC Funds"). The reporting person is the Managing Partner of CPC and may be deemed to have voting and investment control with respect to the shares owned by the CPC Funds. This report shall not be deemed an admission that the reporting person is a member of a group or the beneficial owner of any securities not directly owned by the reporting person. The reporting person disclaims Section 16 beneficial ownership of the securities held by the CPC Funds, except to the extent of his pecuniary interest therein, if any. These shares of Class B Common Stock of the Issuer were issued in connection with the closing of the Business Combination pursuant to the terms of the Business Combination Agreement, upon the exchange and forfeiture of TLGY Class A shares and Private Placement Warrants held by the Reporting Person hereunder. These shares of Class A Common Stock of the Issuer were issued in connection with the closing of the business combination (the "Business Combination") among StablecoinX Inc. (the "Issuer"), TLGY Acquisition Corp. ("TLGY"), and StablecoinX Assets Inc. ("SC Assets"), pursuant to the terms of the Business Combination Agreement, dated July 21, 2025, by and among the Issuer, TLGY, SC Assets and the other parties thereto (as amended, the "Business Combination Agreement") upon the exchange of shares of SC Assets Class B Common Stock held by the Reporting Person hereunder. These shares of Class B Common Stock of the Issuer were issued in connection with the closing of the Business Combination pursuant to the terms of the Business Combination Agreement, upon the exchange of shares of SC Assets Class B Common Stock held by the Reporting Person hereunder.
Chen Trust Class A 323,750 shares Class A Common Stock held by The Edward Tsun-Wei Chen Trust after acquisition
Chen Trust Class B 323,750 shares Class B Common Stock held by The Edward Tsun-Wei Chen Trust after acquisition
CPCSO Fund Class A 215,891 shares Class A Common Stock held by CPC Sponsor Opportunities I, LP after acquisition
CPCSO Fund Class B 215,891 shares Class B Common Stock held by CPC Sponsor Opportunities I, LP after acquisition
Parallel Fund Class A 180,239 shares Class A Common Stock held by CPC Sponsor Opportunities I (Parallel), LP after acquisition
Parallel Fund Class B 180,239 shares Class B Common Stock held by CPC Sponsor Opportunities I (Parallel), LP after acquisition
Issue price $0.00 per share Grant/award acquisitions reported with zero per-share price
TLGY closing price $10.10 Closing price of TLGY Class A ordinary shares on effective date of business combination
Business Combination financial
"These shares of Class A Common Stock of the Issuer were issued in connection with the closing of the business combination"
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.
Business Combination Agreement financial
"pursuant to the terms of the Business Combination Agreement, dated July 21, 2025, by and among the Issuer, TLGY, SC Assets"
A business combination agreement is a detailed contract that lays out the terms for two companies to join together—covering price, how ownership will be split, the steps needed to close the deal, and what each side promises to do or avoid before closing. For investors it matters because the agreement determines potential changes in value, control, timing, and risk exposure—think of it like the playbook for a merger that shows who wins, who pays, and what could still derail the plan.
Sponsor Support Agreement financial
"the terms of the Amended and Restated Sponsor Support Agreement, dated as of September 5, 2025"
Private Placement Warrants financial
"upon the exchange and forfeiture of TLGY Class A Shares and Private Placement Warrants held by the Reporting Person"
Private placement warrants are tradable coupons given directly to a limited group of investors that let the holder buy a company's shares at a fixed price before a set expiration date. They matter to investors because they can provide extra upside if the stock rises and give companies a way to raise money outside a public offering, but they also can increase the number of shares outstanding (dilution) and therefore affect share value and investor returns.
Section 16 beneficial ownership regulatory
"The reporting person disclaims Section 16 beneficial ownership of the securities held by the CPC Funds"
Class A Common Stock financial
"These shares of Class A Common Stock of the Issuer were issued in connection with the closing of the business combination"
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.
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FAQ

What insider transaction did StableCoinX (USDE) report in this Form 4?

The filing reports that CEO Edward Tsun-Wei Chen indirectly acquired Class A and Class B Common Stock. The shares were issued at $0.00 per share in connection with the closing of StableCoinX’s business combination with TLGY Acquisition Corp. and StablecoinX Assets Inc.

How many StableCoinX (USDE) shares did the Chen trust receive?

The Edward Tsun-Wei Chen Trust reported 323,750 Class A Common Stock and 323,750 Class B Common Stock following the transactions. These shares were issued at closing of the business combination under the Business Combination Agreement and related Sponsor Support Agreement.

What holdings are reported for CPC Sponsor Opportunities I, LP in StableCoinX (USDE)?

CPC Sponsor Opportunities I, LP reported 215,891 Class A Common Stock and 215,891 Class B Common Stock. These indirect holdings reflect shares issued at business combination closing in exchange for TLGY Class A shares and Private Placement Warrants held previously.

What holdings are reported for CPC Sponsor Opportunities I (Parallel), LP in StableCoinX (USDE)?

CPC Sponsor Opportunities I (Parallel), LP reported 180,239 Class A Common Stock and 180,239 Class B Common Stock. The filing notes Carnegie Park Capital LLC manages these funds, with the reporting person potentially having voting and investment control, subject to beneficial ownership disclaimers.

Were the StableCoinX (USDE) insider shares acquired on the open market?

No. All reported transactions use code “A” for grants or awards at a price of $0.00 per share. Footnotes explain the shares were issued as part of the business combination exchanges, not through open-market buying or selling activity.

How does the StableCoinX (USDE) Form 4 describe Edward Chen’s beneficial ownership?

The filing states Chen may be deemed to have voting and investment control over shares owned by the CPC funds as Managing Partner of Carnegie Park Capital LLC, but disclaims Section 16 beneficial ownership of those securities except to the extent of his pecuniary interest, if any.
SEC Form 4
FORM 4UNITED 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*
Chen Edward Tsun-Wei

(Last)(First)(Middle)
6160 WARREN PARKWAY, SUITE 100

(Street)
FRISCO TEXAS 75034

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
StableCoinX Inc. [ USDE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/25/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Common Stock06/25/2026A180,239A$0(1)180,239IBy CPC Sponsor Opportunities I (Parallel), LP(2)
Class B Common Stock06/25/2026A180,239A$0(3)180,239IBy CPC Sponsor Opportunities I (Parallel), LP(2)
Class A Common Stock06/25/2026A215,891A$0(1)215,891IBy CPC Sponsor Opportunities I, LP(2)
Class B Common Stock06/25/2026A215,891A$0(3)215,891IBy CPC Sponsor Opportunities I, LP(2)
Class A Common Stock06/25/2026A323,750A$0(4)323,750IBy The Edward Tsun-Wei Chen Trust dated July 12, 2020
Class B Common Stock06/25/2026A323,750A$0(5)323,750IBy The Edward Tsun-Wei Chen Trust dated July 12, 2020
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. These shares of Class A Common Stock of the Issuer were issued in connection with the closing of the business combination (the "Business Combination") among StablecoinX Inc. (the "Issuer"), TLGY Acquisition Corp. ("TLGY"), and StablecoinX Assets Inc. ("SC Assets"), pursuant to the terms of the Business Combination Agreement, dated July 21, 2025, by and among the Issuer, TLGY, SC Assets and the other parties thereto (as amended, the "Business Combination Agreement") and the terms of the Amended and Restated Sponsor Support Agreement, dated as of September 5, 2025, by and among the Issuer, TLGY, SC Assets and the holders of TLGY securities party thereto (the "Sponsor Support Agreement") upon the exchange and forfeiture of TLGY Class A Shares and Private Placement Warrants held by the Reporting Person hereunder. On the effective date of the Business Combination, the closing price of TLGY's Class A ordinary shares was $10.10.
2. Carnegie Park Capital LLC ("CPC") is the manager of CPC Sponsor Opportunities I (Parallel), LP (the "Parallel Fund") and CPC Sponsor Opportunities Fund I, LP (the "CPCSO Fund," together with the Parallel Fund, the "CPC Funds"). The reporting person is the Managing Partner of CPC and may be deemed to have voting and investment control with respect to the shares owned by the CPC Funds. This report shall not be deemed an admission that the reporting person is a member of a group or the beneficial owner of any securities not directly owned by the reporting person. The reporting person disclaims Section 16 beneficial ownership of the securities held by the CPC Funds, except to the extent of his pecuniary interest therein, if any.
3. These shares of Class B Common Stock of the Issuer were issued in connection with the closing of the Business Combination pursuant to the terms of the Business Combination Agreement, upon the exchange and forfeiture of TLGY Class A shares and Private Placement Warrants held by the Reporting Person hereunder.
4. These shares of Class A Common Stock of the Issuer were issued in connection with the closing of the business combination (the "Business Combination") among StablecoinX Inc. (the "Issuer"), TLGY Acquisition Corp. ("TLGY"), and StablecoinX Assets Inc. ("SC Assets"), pursuant to the terms of the Business Combination Agreement, dated July 21, 2025, by and among the Issuer, TLGY, SC Assets and the other parties thereto (as amended, the "Business Combination Agreement") upon the exchange of shares of SC Assets Class B Common Stock held by the Reporting Person hereunder.
5. These shares of Class B Common Stock of the Issuer were issued in connection with the closing of the Business Combination pursuant to the terms of the Business Combination Agreement, upon the exchange of shares of SC Assets Class B Common Stock held by the Reporting Person hereunder.
/s/ Edward Tsun-Wei Chen06/29/2026
** 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 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)