SEC Form 4 · accession 0001193125-26-374888
REZOLVE AI PLC · RZLV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Daniel Maurice Wagner
Officer — Chief Executive Officer · Director · 10% Owner
Period of report
Jul 10, 2026
Accepted (ET)
Aug 28, 2026 · 6:24 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001920294
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Ordinary SharesF1,F2 | Jul 10, 2026 | W | 543,993 | $0.00 | A | 50,331,287 | I | See Footnote (2) |
| Ordinary Shares | holding | — | — | — | 4,698,505 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Call Option (Obligation to Sell)F3,F4,F5 | $1.48 | Aug 16, 2026 | X | 1,566,697 | D | Sep 18, 2024 | Aug 16, 2026 | Ordinary Shares | 1,566,697 | 0 | I |
| Call Option (Obligation to Sell)F6,F7,F8 | $3.00 | Aug 16, 2026 | E | 2,025,496 | D | Sep 18, 2024 | Aug 16, 2026 | Ordinary Shares | 2,025,496 | 0 | I |
Explanation of responses
- F1The reported acquisition reflects the distribution on July 10, 2026 of 543,993 Ordinary Shares from the Estate of John Wagner to DBLP for no consideration. The number of shares beneficially owned following the transaction also reflects the correction of a clerical error in a prior Form 4 filing.
- F2Securities are directly held by DBLP Sea Cow Limited ("DBLP"). DBLP is wholly owned by Mr. Wagner and Mr. Wagner is a director of DBLP. Mr. Wagner may be deemed to share voting and investment power over the shares held by DBLP.
- F3This Form 4 reports the exercise by Bradley Wickens of a pre-existing call option first exercisable on December 21, 2018.
- F4The option gave Mr. Wickens a pre-existing contractual right to acquire 1,566,697 Ordinary Shares held by DBLP at $1.48 per share. Mr. Wickens exercised that right; the transaction was not an open-market sale by the Reporting Person or DBLP.
- F5The shares were directly held by DBLP and had been excluded from DBLP's beneficial ownership while subject to Mr. Wickens' call option.
- F6This Form 4 voluntarily reports the expiration of a separate pre-existing call option first exercisable on December 21, 2018.
- F7The separate call option gave Mr. Wickens a right to acquire 2,025,496 Ordinary Shares held by DBLP at $3.00 per share. Mr. Wickens did not exercise that right and the option expired in accordance with its terms.
- F8The 2,025,496 shares remained directly held by DBLP throughout and, following expiration of the option, are included in DBLP's beneficial ownership.