Smith Craig Steven 4
4 · Signing Day Sports, Inc. · Filed Mar 18, 2026
Research Summary
AI-generated summary of this filing
Signing Day Sports COO Craig S. Smith Surrenders Shares in Merger
What Happened
Craig Steven Smith, Chief Operating Officer and Secretary of Signing Day Sports, reported dispositions on March 16, 2026: 28,775 common shares and 1,042 derivative shares (total 29,817) were disposed to the issuer in connection with the company's business combination (not an open‑market sale). Under the Business Combination Agreement, each Signing Day share converted into 0.09334 shares of BlockchAIn; that equates to roughly 2,783 BlockchAIn shares with a first‑reported sale price of $4.60 — about $12.8K in value (rounded).
Key Details
- Transaction date: March 16, 2026; Form 4 filed March 18, 2026 (timely within the two‑business‑day deadline).
- Transaction type: Code D — disposition to the issuer as part of the closing of the business combination (not an open‑market sale). Reported per‑share cash price: N/A.
- Shares disposed: 28,775 common shares + 1,042 derivative shares = 29,817 total Signing Day shares surrendered.
- Conversion: 0.09334 BlockchAIn shares received per Signing Day share (subject to rounding). Based on BlockchAIn’s first reported NYSE American sale ($4.60 on Mar 17, 2026), the converted position is roughly 2,783 BlockchAIn shares (~$12.8K).
- Options/derivatives: Per the filing, Smith’s option was assumed by BlockchAIn, immediately fully vested and converted into an option to purchase 98 BlockchAIn shares exercisable at $1,285.62 per share.
- Shares owned after transaction: Not specified on this Form 4.
- Footnotes: See F1 (conversion ratio and valuation) and F2 (option vesting, assumption and conversion). No 10b5‑1, tax‑withholding or gift notation shown.
Context
This was a merger/combination conversion (disposition to issuer) rather than a typical insider sale or open‑market purchase. The filing documents the exchange of Signing Day securities into BlockchAIn securities per the Business Combination Agreement and the conversion/assumption of an option into a BlockchAIn option. Because this is a transaction tied to the corporate reorganization, it should not be read the same way as a voluntary sale or purchase in terms of signaling insider sentiment.
Insider Transaction Report
- Disposition to Issuer
Common Stock
[F1]2026-03-16−28,775→ 0 total - Disposition to Issuer
Stock Option (right to buy)
[F2]2026-03-16−1,042→ 0 totalExercise: $120.00Exp: 2033-05-03→ Common Stock (1,042 underlying)
Footnotes (2)
- [F1]Pursuant to the Business Combination Agreement, dated as of May 27, 2025, by and among Signing Day Sports, Inc., a Delaware corporation (the "Registrant"), One Blockchain LLC, a Delaware limited liability company, BlockchAIn Digital Infrastructure, Inc., a Delaware corporation ("BlockchAIn"), BCDI Merger Sub I Inc., a Delaware corporation, and BCDI Merger Sub II LLC, a Delaware limited liability company, as amended (the "Business Combination Agreement"), on the date of the closing (the "Closing") of the transactions contemplated by the Business Combination Agreement, or March 16, 2026 (the "Closing Date"), the reporting person received 0.09334 common shares of BlockchAIn for every share of common stock of the Registrant held by the reporting person, subject to rounding adjustments, having a market value of $4.60 per share based on the first reported sale price of the common stock of BlockchAIn on the NYSE American LLC after the Closing, which was reported on March 17, 2026.
- [F2]Pursuant to the terms of the Business Combination Agreement, on the Closing Date, the reporting person's option, which provided for vesting as to 261 shares on November 16, 2024 and as to 1/36 of the remaining unvested shares in each of the following 36 months, immediately became fully vested, was assumed by BlockchAIn, and was automatically converted into an option to purchase 98 common shares of BlockchAIn exercisable for $1,285.62 per share.