A Form 4 filed on October 27, 2026 reports two share issuances to Andrew Regan and entities associated with him by CDT Equity Inc. (NASDAQ:CDT), covering transactions dated October 22 and October 23, 2026.

Key Highlights

  • Severance conversion: On October 23, 2026, $65,000 of remaining severance was converted into 499,616 shares of Common Stock at $0.1301 per share, acquired directly by Andrew Regan.
  • Evaluation Agreement fee: On October 22, 2026, Manoira Corporation received 1,347,616 shares at $0.1447 per share in full satisfaction of a $195,000 one-time fee under an Evaluation Agreement with the issuer.
  • Corvus Capital ownership: Corvus Capital Ltd. is reported as holding 217,461 shares of Common Stock indirectly.
  • Structural relationships: Corvus owns 87.0% of Manoira's outstanding equity interests; Andrew Regan is the Chief Executive Officer and sole shareholder of Corvus.
  • Beneficial ownership disclaimer: Each of Corvus and Dr. Regan "disclaims any such beneficial ownership, except to the extent of its or his pecuniary interest therein," according to the filing.
  • Prior role: The filing states that Dr. Regan resigned as Chief Executive Officer and a director of CDT Equity Inc. effective August 31, 2026.

Severance Conversion and Evaluation Agreement Drive Share Issuances at CDT Equity

According to the filing, Andrew Regan became eligible for $300,000 in severance payments upon his resignation as Chief Executive Officer and a director of CDT Equity Inc., effective August 31, 2026. On October 23, 2026, at the issuer's request, $65,000 of the remaining severance balance was converted into 499,616 shares of Common Stock, par value $0.0001 per share, at a conversion price of $0.1301 per share. Following this transaction, Regan directly holds 499,618 shares of Common Stock, the filing reported.

Separately, the filing discloses that Manoira Corporation entered into an Evaluation Agreement with the issuer on October 22, 2026, under which the issuer agreed to pay Manoira a one-time fee of $195,000. That same day, the issuer issued 1,347,616 shares of Common Stock to Manoira at $0.1447 per share in full satisfaction of the fee. The filing reports that following this transaction, Manoira holds 1,347,619 shares indirectly attributable to Regan. Because Corvus Capital Ltd. owns 87.0% of Manoira's outstanding equity interests, and Regan is the Chief Executive Officer and sole shareholder of Corvus, the filing states that Regan "may be deemed to beneficially own" the shares held by both Manoira and Corvus.

Corvus Capital Ltd. is also listed as a reporting person in this filing, with an address in Grand Cayman, Cayman Islands. The filing assigns Corvus Capital Ltd. a separate reported holding of 217,461 shares of Common Stock held indirectly. All transactions in the filing carry transaction code "J," indicating a form of transaction other than an open-market purchase or sale.

What Was Disclosed

The Form 4 reports share acquisitions by Andrew Regan and related entities from CDT Equity Inc. (NASDAQ:CDT) across two dates in October 2026, arising from a severance payment conversion and an evaluation services fee settlement.