Large VWAV (NASDAQ: VWAV) holder files Rule 144 for 2,020,500-share sale

Rhea-AI Filing Summary

A major shareholder of VWAV has filed a Rule 144 notice to sell up to 2,020,500 shares of common stock. The filing lists an aggregate market value of $18,123,885 for these shares, with an approximate sale date of February 13, 2026 on the NASDAQ.

The securities are common stock with a par value of $0.01 per share and were acquired on July 14, 2025 in a business combination with the issuer through an exchange of securities. The filing notes that 19,563,350 shares of common stock were outstanding, providing context for the size of the potential sale.

Positive

• None.

Negative

• Potentially large insider sale relative to outstanding shares: The Rule 144 notice covers up to 2,020,500 VWAV common shares (aggregate market value $18,123,885) versus 19,563,350 shares outstanding, indicating a sizable prospective block sale that could increase available share supply.

Insights

Equity capital markets analyst

Rule 144 filing flags a sizable prospective insider share sale relative to outstanding stock.

The notice covers up to $18,123,885 of VWAV common stock, or 2,020,500 shares, to be sold on NASDAQ around February 13, 2026. The shares were obtained on July 14, 2025 via a business combination, through an exchange of securities with the issuer.

With 19,563,350 shares outstanding, the prospective sale represents a meaningful block relative to the company’s equity base. Actual market impact would depend on execution details and demand at the time of sale, but the filing signals potential increased share supply once the Rule 144 conditions are met.

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 Stock, $0.01 par value	Wells Fargo Clearing Services, LLC One North Jefferson Av. St Louis MO 63103	2020500	18123885.00	19563350	02/13/2026	NASDAQ

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, $0.01 par value per share	07/14/2025	Business Combination	Issuer			2020500	07/14/2025	Exchange of Securities

* 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

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

What does the VWAV Rule 144 filing disclose?

It discloses a planned sale of up to 2,020,500 shares of VWAV common stock under Rule 144. The shares have an aggregate market value of $18,123,885 and are intended to be sold on the NASDAQ around February 13, 2026.

How large is the potential VWAV share sale compared to shares outstanding?

The Rule 144 notice covers 2,020,500 VWAV shares, while 19,563,350 shares of common stock were outstanding. This means the proposed sale involves a significant block relative to the existing equity base, which may affect trading dynamics once executed.

When were the VWAV shares in this Rule 144 filing acquired?

The VWAV common shares covered by this filing were acquired on July 14, 2025. They were obtained through a business combination with the issuer via an exchange of securities, rather than through a cash purchase at the time of acquisition.

On which exchange and date are the VWAV shares expected to be sold?

The filing lists an approximate sale date of February 13, 2026, with the shares to be sold on the NASDAQ. This timing and venue apply to the planned disposition of up to 2,020,500 shares of VWAV common stock under Rule 144.

What type of VWAV security is included in the Rule 144 notice?

The filing covers common stock of VWAV with a par value of $0.01 per share. These are ordinary equity shares, acquired through a business combination and now subject to a planned resale under the Rule 144 safe-harbor framework.

How was the purchase price for the VWAV shares paid?

According to the filing, the VWAV shares were acquired via an exchange of securities in a business combination on July 14, 2025. This indicates non-cash consideration, where existing securities were exchanged rather than paid for entirely in cash at purchase.