Form 4 for NKLR Terra Innovatum Global N.V.
Accepted 2025-10-14 00:00:00 ET · period of report 2025-10-09 · accession 0001213900-25-098932 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DM | 2025-10-14 | 2025-10-09 | NKLR | Garcia Gus | Co-CEO, Dir | J - Other | $0.00 | +692.6K | 0 | New | $0 |
| D | 2025-10-14 | 2025-10-09 | NKLR | Garcia Gus | Co-CEO, Dir | A - Grant | $12.00 | +7,222 | 0 | New | +$86.7K |
| DM | 2025-10-14 | 2025-10-09 | NKLR | Garcia Gus | Co-CEO, Dir | A - Grant | $0.00 | +14.4K | 7,222 | New | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Ordinary Shares | 2025-10-09 | J | A | 623,373 | $0.00 | 0 | D | — | — | (F1) On October 9, 2025, pursuant to that certain Business Combination Agreement, dated as of April 21, 2025 (the "Transaction Agreement"), by and among GSR III Acquisition Corp. (the "Company") and Terra Innovatum s.r.l. ("Terra OpCo") and certain other parties, which contemplated several transactions and reorganizations in connection with which GSR III will become a wholly owned subsidiary of Terra Innovatum Global N.V. ("PubCo) upon the consummation of the business combination (the "Closing"). Represents pro rata distribution by GSR III Sponsor LLC to its members, which includes the reporting person, for no consideration, exempt under Rule 16a-9. |
| 2 | Common | Ordinary Shares | 2025-10-09 | A | A | 7,222 | $12.00 | 0 | D | — | — | (F4) Based on the closing price of the ordinary shares of $12.00 on the Nasdaq Stock Market LLC on October 7, 2025. |
| 3 | Common | Ordinary Shares | 2025-10-09 | J | A | 69,264 | $0.00 | 0 | D | — | — | (F2) These shares will not vest until and unless the closing price of the PubCo Ordinary Shares exceeds $12.00 per share for five days during any twenty-day period starting on the first trading day following the Closing. (F1) On October 9, 2025, pursuant to that certain Business Combination Agreement, dated as of April 21, 2025 (the "Transaction Agreement"), by and among GSR III Acquisition Corp. (the "Company") and Terra Innovatum s.r.l. ("Terra OpCo") and certain other parties, which contemplated several transactions and reorganizations in connection with which GSR III will become a wholly owned subsidiary of Terra Innovatum Global N.V. ("PubCo) upon the consummation of the business combination (the "Closing"). Represents pro rata distribution by GSR III Sponsor LLC to its members, which includes the reporting person, for no consideration, exempt under Rule 16a-9. |
| 4 | Derivative | Warrant (right to buy) | 2025-10-09 | A | A | 7,222 | $0.00 | 7,222 | D | $11.50 · 2025-10-09 to 2030-09-29 | 7,222 Ordinary Shares | |
| 5 | Derivative | Warrant (right to buy) | 2025-10-09 | A | A | 7,222 | $0.00 | 7,222 | D | $15.00 · 2025-10-09 to 2030-09-29 | 7,222 Ordinary Shares |