An amended statement of changes in beneficial ownership was filed on October 27, 2026, by Andrew Regan, Chief Executive Officer and Director of CDT Equity Inc. (NASDAQ:CDT), and co-filer Corvus Capital Ltd., amending an original filing dated September 2, 2026, to reflect a reverse stock split, add Corvus as a reporting person, and update information regarding Manoira Corporation.

Key Highlights

  • Amendment purpose: The filing amends the original statement to account for CDT Equity's 1-for-10 reverse stock split effected on July 20, 2026, and to add Corvus Capital Ltd. as a co-filer due to its status as a 10% owner at the time of the original filing.
  • Pre-Funded Warrants issued: On July 30, 2026, CDT Equity issued pre-funded warrants to Corvus Capital Ltd. to purchase up to 543,683 shares of Common Stock at an exercise price of $0.0001 per share, as consideration for 120 shares of Sarborg Limited.
  • Cashless exercise completed: On August 28, 2026, following stockholder approval, Corvus exercised all 543,683 pre-funded warrants via cashless exercise and received 543,683 shares of Common Stock.
  • Shares withheld at exercise: The cashless exercise resulted in the issuer withholding 290 shares of Common Stock to cover the exercise price, according to the filing.
  • Resulting ownership: Following the reported transactions, Corvus Capital Ltd. holds 569,322 shares of Common Stock indirectly, with an additional 77 shares held indirectly through Manoira Corporation and 560 shares held directly.
  • Beneficial ownership relationships: Corvus owns 87.0% of Manoira Corporation's equity interests; Andrew Regan is the Chief Executive Officer and sole shareholder of Corvus. Both Corvus and Dr. Regan disclaim beneficial ownership except to the extent of their respective pecuniary interests.

CDT Equity CEO Andrew Regan and Corvus Capital Report Warrant Exercise and Amended Holdings

According to the filing, on July 30, 2026, Corvus Capital Ltd. entered into a securities purchase agreement with CDT Equity Inc. and certain other investors. Under that agreement, Corvus sold to CDT Equity an aggregate of 120 shares of Sarborg Limited, a Cayman Islands company, and received in return pre-funded warrants to acquire up to 543,683 shares of CDT Equity Common Stock, par value $0.0001 per share, at an exercise price of $0.0001 per share. The pre-funded warrants included a cashless exercise provision, entitling the holder to receive shares calculated based on the market price relative to the exercise price as described in the warrant instrument.

The filing discloses that the pre-funded warrants became exercisable on August 28, 2026, upon receipt of stockholder approval for the issuance of the underlying Common Stock. On that same date, Corvus exercised all of its pre-funded warrants on a cashless basis, receiving 543,683 shares of Common Stock, while the issuer withheld 290 shares to satisfy the exercise price. The amendment also reflects the 1-for-10 reverse stock split CDT Equity effected on July 20, 2026, which required restating share counts from the original September 2, 2026 filing.

Andrew Regan, identified in the filing as Director, 10% Owner, and Chief Executive Officer of CDT Equity, is also the sole shareholder and CEO of Corvus Capital Ltd. Corvus in turn owns 87.0% of the equity interests of Manoira Corporation, which itself holds shares of CDT Equity Common Stock. The filing notes that by virtue of these relationships, Dr. Regan may be deemed to beneficially own shares held by both Corvus and Manoira, though both Corvus and Dr. Regan disclaim such beneficial ownership except to the extent of their respective pecuniary interests.

What Was Disclosed

The amended filing reports that Corvus Capital Ltd. acquired pre-funded warrants for 543,683 CDT Equity shares on July 30, 2026, exercised them via cashless exercise on August 28, 2026, and discloses the ownership structure linking Andrew Regan, Corvus, and Manoira Corporation following a 1-for-10 reverse stock split.