SEC Form 3 · accession 0001185185-26-002515
RTB Digital, Inc. · RTB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James Charles Heckman Jr.
Officer — Chief Executive Officer · Director
Period of report
May 21, 2026
Accepted (ET)
Jun 15, 2026 · 4:47 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001419275
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common stock, par value $0.001F1 | holding | — | — | — | 259,933 | I | By Heckman Media, LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock OptionsF2 | $0.94 | holding | — | — | — | May 15, 2027 | May 15, 2034 | Common Stock, par value $0.001 | 375,046 | — | I |
| Stock OptionsF3 | $1.89 | holding | — | — | — | Aug 12, 2028 | Aug 12, 2035 | Common Stock, par value $0.001 | 240,305 | — | I |
Explanation of responses
- F1As controlling member of Heckman Media, LLC, Mr. Heckman has influence over Heckman Media, LLC's entire holding of 259,933 shares of Common Stock and has beneficial ownership thereof.
- F2Represents a stock option originally granted by RTB Digital, Inc. on May 15, 2024, which was assumed by the Issuer in connection with the business combination between the Issuer and RTB Digital, Inc. As a controlling member of Heckman Media, LLC, Mr. Heckman may be deemed to have beneficial ownership over Heckman Media LLC's interest in this stock option. Following the transaction, the option became exercisable for shares of the Issuer's common stock on substantially the same terms as in effect immediately prior to the transaction, with appropriate adjustments to the number of underlying shares and exercise price, and continues to vest in accordance with its original vesting schedule, subject to the Reporting Person's continued service with the Issuer.
- F3Represents a stock option originally granted by RTB Digital, Inc. on August 12, 2025, which was assumed by the Issuer in connection with the business combination between the Issuer and RTB Digital, Inc. As a controlling member of Heckman Media, LLC, Mr. Heckman may be deemed to have beneficial ownership over Heckman Media LLC's interest in this stock option. Following the transaction, the option became exercisable for shares of the Issuer's common stock on substantially the same terms as in effect immediately prior to the transaction, with appropriate adjustments to the number of underlying shares and exercise price, and continues to vest in accordance with its original vesting schedule, subject to the Reporting Person's continued service with the Issuer.