SEC Form 4 · accession 0000950103-26-010303
Securitize Corp. · SECZ
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Junco Jose Francisco Flores
Officer — Chief Financial Officer
Period of report
Jul 1, 2026
Accepted (ET)
Jul 6, 2026 · 8:42 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0002094496
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common SharesF1,F2 | Jul 1, 2026 | A | 464 | — | A | 464 | D | |
| Common SharesF3 | Jul 1, 2026 | A | 19,864 | — | A | 20,328 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Options (Right to Buy)F4,F5 | $0.32 | Jul 1, 2026 | A | 88,878 | A | — | Jul 25, 2034 | Common Shares | 88,878 | 88,878 | D |
| Stock Options (Right to Buy)F4,F6 | $0.39 | Jul 1, 2026 | A | 88,877 | A | — | Jul 17, 2032 | Common Shares | 88,877 | 88,877 | D |
| Stock Options (Right to Buy)F4,F7 | $0.38 | Jul 1, 2026 | A | 43,995 | A | — | Jul 13, 2031 | Common Shares | 43,995 | 43,995 | D |
| Stock Options (Right to Buy)F4,F8 | $0.59 | Jul 1, 2026 | A | 222,196 | A | — | Feb 28, 2035 | Common Shares | 222,196 | 222,197 | D |
Explanation of responses
- F1Represents common shares of Securitize Corp. ("Issuer", and such shares, "Common Shares") received in exchange for shares of common stock of Securitize, Inc. ("Securitize", and such shares, "Securitize Common Shares") in connection with the mergers (the "Mergers") contemplated by that certain business combination agreement, dated as of October 27, 2025, by and between Issuer, Securitize, Cantor Equity Partners II, Inc. and certain other parties thereto (the "Business Combination Agreement"). On July 1, 2026, Issuer Changed its name to Securitize Corp from Securitize Holdings, Inc.
- F2The Mergers were consummated on July 1, 2026. The number reported also includes 20 restricted Common Shares that may become earned and delivered pursuant to the earnout provided for in the Business Combination Agreement (the "Earnout Shares"). The Earnout Shares will generally be earned one-third on the date that the 20-day volume-weighted average price per Common Share attains $15.00, $20.00 and $25.00 over a 30-trading day period during the period beginning 90-days after the closing of the Mergers and ending on July 1, 2031 (the "Earnout").
- F3Represents Earnout Shares that may become earned and delivered pursuant to the Earnout in respect of the reporting person's options to acquire shares of Securitize Common Stock held immediately prior to the Mergers.
- F4Represents options to acquire Common Shares received by the reporting person in exchange for options to acquire shares of Securitize Common Stock in connection with the Mergers.
- F5As of July 1, 2026, 38,884 options were vested and exercisable, with 49,994 of these options remaining unvested. These unvested options will vest as to 5,555 Common Shares each quarter.
- F6As of July 1, 2026, 83,323 options were vested and exercisable, with 5,554 of these options remaining unvested. These unvested options will vest as to 5,555 Common Shares each quarter.
- F7As of July 1, 2026, these options were vested and exercisable.
- F8As of July 1, 2026, 69,436 options were vested and exercisable, with 152,760 of these options remaining unvested. These unvested options will vest as to 13,887 Common Shares each quarter.
Remarks
Exhibit 24 - Power of Attorney