Quarterly report [Sections 13 or 15(d)]

Insider Trading Arrangements

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Insider Trading Arrangements
3 Months Ended 9 Months Ended
Aug. 31, 2025
shares
Aug. 31, 2025
shares
Trading Arrangements, by Individual [Table]    
Material Terms of Trading Arrangement [Text Block]  

ITEM 5.

OTHER INFORMATION.

 

Insider Adoption or Termination of Trading Arrangements:

 

During the fiscal quarter ended  August 31, 2025, none of our directors or officers informed us of the adoption, modification or termination of a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as those terms are defined in Regulation S-K, Item 408, except as described in the table below:

 

           

Aggregate Number of

           
           

Shares of Common

           
       

Character of

 

Stock to be Purchased

     

Other

   
       

Trading

 

or Sold Pursuant to

     

Material

 

Date

Name & Title

 

Date Adopted

 

Arrangement (2)

 

Trading Arrangement

 

Duration (3)

 

Terms

 

Terminated

Luan Pham (1)

 

July 14, 2025

 

Rule 10b5-1 Trading Arrangement

 

Up to 142,661 shares to be sold

 

January 5, 2026 through December 21, 2026

 

N/A

 

N/A

 

 

1.

Bryan Ganz, our Chief Executive Officer and a member of our Board of Directors, is an indirect holder of shares held by Northeast Industrial Partners LLC and disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.  The inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.

 

 

2.

The trading arrangement is intended to satisfy the affirmative defense of Rule 10b5-1(c), as amended (the “Rule”), and complied with the then applicable requirements of the Rule at the time of adoption.

 

 

3.

Except as indicated by footnote and unless terminated or suspended, each trading arrangement permits transactions through and including the earlier to occur of (a) the completion of all sales or (b) the date listed in the table. Each trading arrangement only permits transactions upon expiration of the applicable mandatory cooling-off period under the Rule. Each trading arrangement also provides for automatic expiration on the date on which the broker receives notice of the death of the applicable seller or of the commencement of any proceedings in respect of or triggered by the applicable seller’s bankruptcy or insolvency.

 

Non-Rule 10b5-1 Arrangement Adopted [Flag] false  
Rule 10b5-1 Arrangement Terminated [Flag] false  
Non-Rule 10b5-1 Arrangement Terminated [Flag] false  
Luan Pham [Member]    
Trading Arrangements, by Individual [Table]    
Trading Arrangement, Securities Aggregate Available Amount 142,661 142,661
Trading Arrangement, Individual Name Luan Pham  
Trading Arrangement Adoption Date July 14, 2025  
Rule 10b5-1 Arrangement Adopted [Flag] true  
Trading Arrangement Expiration Date December 21, 2026