September 29, 2025 · Form 4 insider transaction
Denbaars Steven bought 1,625,000 shares of NONE, a transaction worth N/A. The trade was recorded as j and disclosed on an SEC Form 4, filed 10 days after the transaction.
Per the terms of an Agreement and Plan of Merger, dated September 29, 2025, Palomino Acquisition Co., a subsidiary of Issuer, merged into Rhino Subsidiary Inc. (f/k/a Palomino Laboratories Inc., "Pre-Merger Palomino"). Mr. DenBaars, as a shareholder of Pre-Merger Palomino, received 1,500,000 shares of common stock, par value $0.0001 per share, of Issuer ("Common Stock") in exchange for his Pre-Merger Palomino shares. On September 29, 2025, Issuer closed a private placement offering and, during which, Mr. DenBaars converted his SAFEs into 125,000 Units at a price of $1.20 per Unit. Each Unit consists of one share of the Common Stock and one warrant to purchase one share of Common Stock at an exercise price of $1.50. The warrants expire on the first anniversary of the date the Common Stock is admitted for trading or listed on an Approved Market (as defined in warrant agreement).