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Signing Day Sports, Inc.·4

Mar 18, 4:05 PM ET

Nelson Daniel D 4

4 · Signing Day Sports, Inc. · Filed Mar 18, 2026

Research Summary

AI-generated summary of this filing

Updated

Signing Day Sports (SGN) CEO Daniel Nelson Disposes 436,103 Shares

What Happened

  • Daniel D. Nelson, CEO, Chairman and a director of Signing Day Sports, reported dispositions on March 16, 2026 tied to the closing of the company's business combination with BlockchAIn. The Form 4 shows he disposed of a total of 436,103 Signing Day Sports (SGN) shares (402,042 + 31,247 + 625* + 105* + 2,084*; items marked * are derivative-related dispositions).
  • Per the Business Combination Agreement (footnote F1), SGN shares were converted into BlockchAIn common shares at a 0.09334 exchange ratio on the closing date. Based on BlockchAIn’s first reported sale price of $4.60 (reported 3/17/2026), the converted securities equal approximately 40,706 BlockchAIn shares with an approximate market value of $187,000. Several SGN options were assumed and converted into BlockchAIn options (see Key Details).

Key Details

  • Transaction date: March 16, 2026; Form 4 filed March 18, 2026 (timely).
  • Disposed (SGN) total: 436,103 shares to the issuer as part of the closing (no open‑market sale).
  • Conversion ratio/value: 0.09334 BlockchAIn shares per SGN share; BlockchAIn first sale price $4.60 → ~40,706 shares ≈ $187,000 (approx., per footnote F1; rounding adjustments may apply).
  • Options conversions (assumed by BlockchAIn per Business Combination Agreement):
    • Converted into an option to purchase 59 BlockchAIn shares at $1,594.17/share (F3).
    • Converted into an option to purchase 10 BlockchAIn shares at $1,594.17/share (F4).
    • Converted into an option to purchase 195 BlockchAIn shares at $1,157.06/share (F5). Note: these exercise prices are stated in the filing and are well above BlockchAIn’s initial trading price of $4.60.
  • Trust disclosure: Nelson is co‑trustee of The Nelson Revocable Living Trust and disclaims beneficial ownership except for pecuniary interest (F2).
  • Shares owned after the transaction are not separately itemized for SGN in the filing; the filing reflects conversion/assumption mechanics due to the business combination rather than an open‑market sale.

Context

  • This filing reflects the mechanics of a corporate merger/closing (conversion of SGN equity into the surviving company’s securities) rather than an insider selling shares on the open market. Derivative entries reflect SGN options being assumed and converted into BlockchAIn options. These converted options carry high exercise prices relative to BlockchAIn’s opening trade, which affects their immediate economic value.

Insider Transaction Report

Form 4Exit
Period: 2026-03-16
Signing Day Sports, Inc.SGN
Nelson Daniel D
DirectorCEO and Chairman
Transactions
  • Disposition to Issuer

    Common Stock

    [F1]
    2026-03-16−402,042→ 0 total
  • Disposition to Issuer

    Common Stock

    [F1][F2]
    2026-03-16−31,247→ 0 total(indirect: By Trust)
  • Disposition to Issuer

    Stock Option (right to buy)

    [F3]
    2026-03-16−625→ 0 total
    Exercise: $148.80Exp: 2032-09-28→ Common Stock (625 underlying)
  • Disposition to Issuer

    Stock Option (right to buy)

    [F4]
    2026-03-16−105→ 0 total
    Exercise: $148.80Exp: 2032-09-28→ Common Stock (105 underlying)
  • Disposition to Issuer

    Stock Option (right to buy)

    [F5]
    2026-03-16−2,084→ 0 total
    Exercise: $108.00Exp: 2033-11-21→ Common Stock (2,084 underlying)
Footnotes (5)
  • [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]The reporting person is a co-trustee of The Nelson Revocable Living Trust, an Arizona trust provided for by the Nelson Revocable Living Trust Agreement established on March 9, 1999 and amended and restated on November 21, 2005. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
  • [F3]Pursuant to the terms of the Business Combination Agreement, on the Closing Date, the reporting person's option was assumed by BlockchAIn, and was automatically converted into an option to purchase 59 common shares of BlockchAIn exercisable for $1,594.17 per share.
  • [F4]Pursuant to the terms of the Business Combination Agreement, on the Closing Date, the reporting person's option was assumed by BlockchAIn, and was automatically converted into an option to purchase 10 common shares of BlockchAIn exercisable for $1,594.17 per share.
  • [F5]Pursuant to the terms of the Business Combination Agreement, on the Closing Date, the reporting person's option was assumed by BlockchAIn, and was automatically converted into an option to purchase 195 common shares of BlockchAIn exercisable for $1,157.06 per share.
Signature
/s/ Daniel D. Nelson|2026-03-18

Documents

1 file
  • 4
    ownership.xmlPrimary