PAYNE KITTY B 4

What Happened

• Kitty B. Payne (CFO, Treasurer, Secretary of USBC, Inc.) was the reported party in a repricing of outstanding stock options covering 3,750,000 shares. The Form 4 shows a disposition of the old option grant and the simultaneous grant/acquisition of the repriced option (both recorded at $0 on the form). Per the filing, the exercise price for the repriced options was reduced from $1.10 to $0.37 per share.
• This was a derivative/option repricing (not a cash purchase or a sale of common stock) and did not involve an immediate exercise for shares or proceeds. The repriced options will vest 25% on the one-year anniversary of their respective grant dates and then in quarterly installments over the next three years.

Key Details

• Transaction date: March 18, 2026; Form filed March 26, 2026 (8 days after the transaction — Form 4s are typically due within two business days, so this filing appears later than usual).
• Instruments affected: Options covering 3,750,000 shares; exercise price reduced from $1.10 to $0.37 per share (footnotes F1 and F2).
• Reporting entries: Form shows a disposition of the prior option and a grant/acquisition of the repriced option (both reported at $0 as derivative transactions).
• Vesting: 25% after one year from each grant date, then quarterly over three years (per footnotes).
• Shares owned after the transaction: not disclosed in the filing.

Context

• Repricing replaces older option terms with lower exercise prices; it is a corporate compensation action rather than an insider purchase or sale of common stock. The filing does not show a cashless exercise or sale of underlying shares, so no immediate change in common-share holdings or proceeds are reported.
• As this involves an executive-level insider (CFO), investors may track future filings for exercises or sales, but the repricing itself is a contractual change to option economics rather than an outright market transaction.