GNSS: Director R. Rimmy Malhotra Receives 6,411 Shares as Retainer
Rhea-AI Filing Summary
R. Rimmy Malhotra, a director of Genasys Inc. (GNSS), was granted 6,411 shares of common stock on 10/01/2025 in lieu of accrued cash retainer for Q3 and Q4 of fiscal 2025; the grant was recorded at $0 purchase price because shares were issued instead of cash based on the closing stock price on the grant date. After the grant, Mr. Malhotra directly owns 148,665 shares. He also has indirect holdings of 1,628,495 shares through Nicoya Fund, LLC and 300 shares through Nicoya Genasys-SPV LLC, where he is the managing member of the managing member. The Form 4 was signed by an attorney-in-fact on behalf of Mr. Malhotra on 10/03/2025.
Positive
- 6,411 shares granted in lieu of cash retainer, conserving company cash
- Disclosure clarifies indirect holdings of 1,628,495 and 300 shares through related entities
Negative
- None.
Insights
Director accepted equity compensation of 6,411 shares instead of cash.
This Form 4 discloses a non-derivative grant on 10/01/2025 where shares were issued in lieu of accrued cash retainer for two fiscal quarters; the grant price is recorded as $0 because no cash was paid.
What it means: the company used equity to conserve cash while compensating the director, increasing the director's direct holdings to 148,665 shares and leaving his larger indirect holdings unchanged.
Insider retains significant indirect stake via related entities totaling 1,628,795 shares.
The filing clarifies ownership structure: Mr. Malhotra is managing member of Nicoya Capital, LLC, which manages both Nicoya Fund, LLC (1,628,495 shares) and Nicoya Genasys-SPV LLC (300 shares).
Why it matters: disclosed indirect ownership shows concentration of control and is material to voting and related-party considerations; the Form 4 provides clear traceability of these holdings.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Common Stock | 6,411 | $0.00 | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Footnotes (1)
- Represents shares of common stock granted to the reporting person in lieu of accrued cash retainer for the third and fourth quarters of fiscal year 2025. The number of shares was determined based on the cash value of the accrued retainer divided by the closing price of the Company's common stock on the grant date. Represents shares directly owned by Nicoya Fund, LLC, a Delaware limited liability company. Mr. Malhotra is managing member of Nicoya Capital, LLC, which is the managing member of Nicoya Fund, LLC. Represents shares directly owned by Nicoya Genasys-SPV LLC, a Delaware limited liability company. Mr. Malhotra is managing member of Nicoya Capital, LLC, which is the managing member of Nicoya Genasys-SPV LLC.
