SEC Form 4 · accession 0001193125-26-385370
DYNARESOURCE, INC. · DYNR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Sep 1, 2026
Accepted (ET)
Sep 8, 2026 · 5:20 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001111741
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3 | Sep 1, 2026 | P$0 | 1,913,889 | — | A | 4,389,304 | I | By Golden Post Rail, LLC |
| Common StockF2 | holding | — | — | — | 736,479 | D | ||
| Common StockF4 | holding | — | — | — | 1,755,000 | I | By MKR 2022 Grantor Retained Annuity Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock Warrants (right to buy)F1,F2,F3,F5,F6 | $0.51 | Sep 1, 2026 | P | 1,913,889 | A | — | — | Common Stock | 1,913,889 | 1,913,889 | I |
Explanation of responses
- F1The reported securities are included within 1,913,889 units of DynaResource, Inc. (the "Issuer" and such units, the "Units") purchased by Golden Post Rail, LLC ("Golden Post") for $0.45 per Unit. Each Unit consists of one share of common stock of the Issuer ("Common Stock") and one warrant to purchase one share of Common Stock (the "Warrant") at an exercise price of $0.51 per share.
- F2The reporting persons may be deemed to be a member of a group with respect to the Issuer or securities of the Issuer for purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). The reporting persons declare that neither the filing of this statement nor anything herein shall be construed as an admission that such persons are, for the purposes of Section 13(d) or 13(g) of the Exchange Act or any other purpose, a member of a group with respect to the Issuer or securities of the Issuer.
- F3Matthew K. Rose is the Manager, President, Secretary and Treasurer of Golden Post and may be deemed to beneficially own the securities held by Golden Post. Mr. Rose disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein. Mr. Rose states that neither the filing of this statement nor anything herein shall be deemed an admission that Mr. Rose is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of these securities. As a result of certain contractual rights, the reporting persons may be deemed to be a director by deputization with respect to the Issuer.
- F4Represents shares held by MKR 2022 Grantor Retained Annuity Trust, of which Mr. Rose is the trustee and beneficiary. Mr. Rose states that neither the filing of this statement nor anything herein shall be deemed an admission that Mr. Rose is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of these securities.
- F5The Warrant is exercisable for a period commencing on the date that an amendment to the Issuer's Amended and Restated Certificate of Incorporation, as amended, is approved and filed with the Delaware Secretary of State to either increase the authorized shares of Common Stock or effect a reverse stock split of the Common Stock, in each case to satisfy all share reservation obligations of the Issuer, including to accommodate the exercise of the Warrant to purchase the underlying Common Stock in accordance with the terms of the Warrant (the "Authorized Shares Condition").
- F6The Warrant expires at 5:00 p.m. Central Time on the later of (a) 180 days following the issuance date of the Warrant and (b) 30 days following the satisfaction of the Authorized Shares Condition.