Venu Holding insider plans $1.0M stock sale via Form 144 notice

Rhea-AI Filing Summary

Venu Holding Corporation (VENU) – Form 144 filing overview

An unidentified affiliate has filed a Form 144 to sell up to 101,504 common shares through broker T.R. Winston & Company on or about 23 June 2025. The proposed sale is valued at $1.04 million, implying a per-share price of roughly $10.22. With 37.52 million shares outstanding, the notice represents approximately 0.27 % of the public float.

The filer originally acquired the shares directly from the issuer in four separate cash transactions between 2018 and 2022. No securities have been sold by the filer in the last three months, and the certification confirms the absence of undisclosed adverse information.

Form 144 is a pre-sale notification, not a commitment; actual disposition may vary. Nevertheless, the filing signals potential insider supply entering the market, which can create short-term price pressure. The document contains no operational or earnings data and does not affect the company’s capital structure beyond a possible ownership shift.

Positive

• None.

Negative

• Insider intends to sell 101,504 shares (~0.27 % of outstanding) valued at $1.04 million, potentially adding short-term supply and signaling reduced insider exposure

Insights

Financial Analyst

TL;DR: Planned insider sale of 101k VENU shares (~0.27 % float) is small; modest overhang, limited fundamental impact.

The Form 144 alerts investors that an affiliate intends to dispose of 101,504 shares, worth about $1.0 million. Relative to VENU’s 37.5 million outstanding shares and average daily volume (not disclosed here), the block is modest. Because the seller acquired the shares between 2018-2022, this looks like routine liquidity rather than a response to recent events. There is no indication of imminent operational issues in the filing itself. Historically, such notices can produce minor short-term weakness as the market anticipates incremental supply, but valuation drivers remain tied to fundamentals that are not addressed in this document.

Corporate Governance Specialist

TL;DR: Insider liquidity event raises mild governance flag; scale too small for major concern.

From a governance lens, insider sales warrant scrutiny because they can signal management’s or affiliates’ view of intrinsic value. Here, the sale equals roughly a quarter-percent of the float, far below thresholds that typically trigger board or market alarms. The filer certifies no possession of undisclosed negative information, satisfying Rule 144 representations. Absence of a recent 10b5-1 plan date lowers the likelihood that the sale is automated, but nothing suggests misconduct. Overall impact is minor, though investors may watch for follow-on filings that indicate a broader exit pattern.

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

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	T.R. Winston & Company 376 Main Street, P.O. Box 74 Bedminster, NJ 07921	101504	1036355.84	37520633	06/23/2025	NYSE AMERICAN

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	01/01/2021	Cash	Issuer			14584	01/01/2021	Cash
Common Stock	07/01/2018	Cash	Issuer			24270	07/01/2018	Cash
Common Stock	09/01/2020	Cash	Issuer			148	09/01/2020	Cash
Common Stock	10/01/2022	Cash	Issuer			62502	10/01/2022	Cash

* 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

Nothing to Report

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 VENU shares are being registered for sale under Form 144?

101,504 common shares are listed in the notice.

What is the estimated market value of the proposed VENU share sale?

The filing shows an aggregate value of $1,036,355.84.

When is the approximate sale date for the VENU shares?

The filer indicates 23 June 2025 as the expected sale date.

What percentage of VENU’s shares outstanding does the Form 144 cover?

About 0.27 % of the 37.52 million shares outstanding.

Who is the broker handling the transaction for the Form 144 sale?

The shares are to be sold through T.R. Winston & Company.

Were any VENU shares sold by the filer in the past three months?

No. The section "Securities Sold During The Past 3 Months" states "Nothing to Report".