STOCK TITAN

Borealis Foods (NASDAQ: BRLS) 10% holder buys 407K warrants

Filing Impact
(Neutral)
Filing Sentiment
(Positive)
Form Type
4

Rhea-AI Filing Summary

Borealis Foods Inc. ten percent owner Sergii Diachenko reported a series of open-market purchases of company warrants. Across 30 transactions between March 5 and October 8, 2024, he bought a total of 407,218 warrants at prices between $0.0498 and $0.1411 per warrant. Each warrant is exercisable for one share of common stock at a $11.50 exercise price and expires on February 9, 2029. Following the most recent purchase, Diachenko directly holds 2,600,004 warrants.

Positive

  • None.

Negative

  • None.
Insider Diachenko Sergii
Role 10% Owner
Bought 407,218 shs ($29K)
Type Security Shares Price Value
Purchase Warrants 43,945 $0.0807 $4K
Purchase Warrants 2,327 $0.07 $162.89
Purchase Warrants 3,900 $0.0621 $242.19
Purchase Warrants 2,700 $0.0699 $188.73
Purchase Warrants 15,914 $0.0714 $1K
Purchase Warrants 2,100 $0.0648 $136.08
Purchase Warrants 46,350 $0.0607 $3K
Purchase Warrants 2,278 $0.0501 $114.13
Purchase Warrants 44,960 $0.0501 $2K
Purchase Warrants 1,940 $0.0601 $116.59
Purchase Warrants 54,240 $0.0498 $3K
Purchase Warrants 16,550 $0.0725 $1K
Purchase Warrants 20,000 $0.0799 $2K
Purchase Warrants 1,360 $0.0783 $106.49
Purchase Warrants 840 $0.07 $58.80
Purchase Warrants 20,000 $0.0701 $1K
Purchase Warrants 100 $0.07 $7.00
Purchase Warrants 500 $0.0697 $34.85
Purchase Warrants 25,000 $0.0629 $2K
Purchase Warrants 7,100 $0.0592 $420.32
Purchase Warrants 3,340 $0.0897 $299.60
Purchase Warrants 27,000 $0.10 $3K
Purchase Warrants 50,000 $0.0998 $5K
Purchase Warrants 3,673 $0.0951 $349.30
Purchase Warrants 2,300 $0.0951 $218.73
Purchase Warrants 2,870 $0.0951 $272.94
Purchase Warrants 1,717 $0.0951 $163.29
Purchase Warrants 100 $0.0815 $8.15
Purchase Warrants 4,000 $0.1411 $564.40
Purchase Warrants 114 $0.141 $16.07
Holdings After Transaction: Warrants — 2,600,004 shares (Direct)
Footnotes (1)
Total warrants purchased 407,218 warrants Net open-market purchases across 30 transactions in 2024
Post-transaction warrant holdings 2,600,004 warrants Directly owned by Sergii Diachenko after October 8, 2024 trade
Purchase price range $0.0498–$0.1411 per warrant Per-warrant prices for reported open-market purchases
Warrant exercise price $11.50 per share Conversion or exercise price into Borealis common stock
Warrant expiration date February 9, 2029 Common expiration date for all reported warrants
Number of buy transactions 30 transactions All coded as open-market purchases of warrants
open-market purchase financial
"transaction_action": "open-market purchase""
An open-market purchase is when an investor or a company buys shares on a public stock exchange at the going market price, rather than through a private deal. It matters to investors because these purchases change how many shares are available, can push the stock price up or signal confidence from large buyers, and often affect per-share metrics like earnings—think of it like someone buying lots of apples off a grocery shelf, reducing supply and potentially raising the price.
Warrants financial
""security_title": "Warrants""
Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.
conversion or exercise price financial
""conversion_or_exercise_price": "11.5000""
underlying security financial
""underlying_security_title": "Common Stock""
ten percent owner financial
""is_ten_percent_owner": 1"
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Diachenko Sergii

(Last)(First)(Middle)
2225 BENSON AVE 5 F 5 FLR

(Street)
BROOKLYN NEW YORK 11214

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Borealis Foods Inc. [ BRLSW ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/04/2024
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Warrants$11.503/05/2024P4,00003/04/202402/09/2029Common Stock4,000$0.14112,196,786D
Warrants$11.503/05/2024P11403/04/202402/09/2029Common Stock114$0.1412,196,900D
Warrants$11.505/30/2024P10003/04/202402/09/2029Common Stock100$0.08152,197,000D
Warrants$11.505/31/2024P1,71703/04/202402/09/2029Common Stock1,717$0.09512,198,717D
Warrants$11.506/03/2024P2,30003/04/202402/09/2029Common Stock2,300$0.09512,201,017D
Warrants$11.506/03/2024P2,87003/04/202402/09/2029Common Stock2,870$0.09512,203,887D
Warrants$11.506/04/2024P50,00003/04/202402/09/2029Common Stock50,000$0.09982,253,887D
Warrants$11.506/04/2024P3,67303/04/202402/09/2029Common Stock3,673$0.09512,257,560D
Warrants$11.506/05/2024P27,00003/04/202402/09/2029Common Stock27,000$0.12,284,560D
Warrants$11.506/07/2024P3,34003/04/202402/09/2029Common Stock3,340$0.08972,287,900D
Warrants$11.506/17/2024P25,00003/04/202402/09/2029Common Stock25,000$0.06292,312,900D
Warrants$11.506/17/2024P7,10003/04/202402/09/2029Common Stock7,100$0.05922,320,000D
Warrants$11.506/25/2024P50003/04/202402/09/2029Common Stock500$0.06972,320,500D
Warrants$11.506/26/2024P20,00003/04/202402/09/2029Common Stock20,000$0.07012,340,500D
Warrants$11.506/26/2024P10003/04/202402/09/2029Common Stock100$0.072,340,600D
Warrants$11.506/27/2024P84003/04/202402/09/2029Common Stock840$0.072,341,440D
Warrants$11.507/05/2024P20,00003/04/202402/09/2029Common Stock20,000$0.07992,361,440D
Warrants$11.507/05/2024P1,36003/04/202402/09/2029Common Stock1,360$0.07832,362,800D
Warrants$11.507/17/2024P16,55003/04/202402/09/2029Common Stock16,550$0.07252,379,350D
Warrants$11.507/26/2024P54,24003/04/202402/09/2029Common Stock54,240$0.04982,433,590D
Warrants$11.507/31/2024P1,94003/04/202402/09/2029Common Stock1,940$0.06012,435,530D
Warrants$11.508/05/2024P44,96003/04/202402/09/2029Common Stock44,960$0.05012,480,490D
Warrants$11.508/06/2024P2,27803/04/202402/09/2029Common Stock2,278$0.05012,482,768D
Warrants$11.508/08/2024P46,35003/04/202402/09/2029Common Stock46,350$0.06072,529,118D
Warrants$11.509/18/2024P2,10003/04/202402/09/2029Common Stock2,100$0.06482,531,218D
Warrants$11.509/19/2024P15,91403/04/202402/09/2029Common Stock15,914$0.07142,547,132D
Warrants$11.509/23/2024P2,70003/04/202402/09/2029Common Stock2,700$0.06992,549,832D
Warrants$11.509/24/2024P3,90003/04/202402/09/2029Common Stock3,900$0.06212,553,732D
Warrants$11.510/07/2024P2,32703/04/202402/09/2029Common Stock2,327$0.072,556,059D
Warrants$11.510/08/2024P43,94503/04/202402/09/2029Common Stock43,945$0.08072,600,004D
Explanation of Responses:
Remarks:
The Reporting Person is a significant holder of the Issuer's warrants. This filing is being made to reflect the Reporting Person's status as a beneficial owner of more than 10% of the outstanding class of warrants. The Reporting Person intends to closely monitor the Issuer's restructuring process and evaluate all options regarding his investment.
/s/ Sergii Diachenko04/09/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider activity did Borealis Foods (BRLS) report in this Form 4?

The filing shows ten percent owner Sergii Diachenko made 30 open-market purchases of Borealis Foods warrants in 2024, acquiring a total of 407,218 warrants. These transactions span from March 5 through October 8, 2024.

How many Borealis Foods warrants does Sergii Diachenko hold after these purchases?

After the reported transactions, Sergii Diachenko directly holds 2,600,004 Borealis Foods warrants. This figure reflects his position following the latest purchase on October 8, 2024, as disclosed in the Form 4 filing.

At what prices did the Borealis Foods (BRLS) warrants trade in the insider purchases?

The open-market warrant purchases occurred at prices between $0.0498 and $0.1411 per warrant. Each reported transaction includes a specific purchase price, showing how the warrant trading levels varied over the March to October 2024 period.

What are the terms of the Borealis Foods warrants bought by Sergii Diachenko?

Each purchased warrant is exercisable into one share of common stock at a $11.50 exercise price. The warrants share the same exercise date of March 4, 2024 and a common expiration date of February 9, 2029.

Is Sergii Diachenko considered a major holder of Borealis Foods (BRLS)?

Yes. The Form 4 identifies Sergii Diachenko as a ten percent owner of Borealis Foods Inc. His reported holdings include 2,600,004 warrants, all listed as held with direct ownership after the latest October 2024 transaction.