GFUZ · General Fusion Group Ltd. · Insider Trading
Substantial doubt about the company's ability to continue as a going concern.
“The Company's liquidity condition raises substantial doubt about the Company's ability to continue as a going concern for one year from the issuance of these unaudited condensed consolidated financial statements. Management plans to address this uncertainty through a Business Combination. No adjustments have been made to the carrying amounts of assets or liabilities should the Company be required to liquidate after the Combination Period. The Company intends to complete the initial Business Combination before the end of the Combination Period. However, there can be no assurance that the Company will be able to consummate any Business Combination by the end of the Combination Period.”View the 10-Q filed May 15, 2026
Trades by corporate insiders — officers, directors and holders of more than 10% of the shares — disclosed to the SEC on Forms 4 and 5. Form 3 supplies initial ownership rather than a trade; Form 4 must be filed within two business days of the trade.
| Date | Insider | Role | Type | Security | Shares |
|---|---|---|---|---|---|
| 2026-09-02 | Sorrells Christopher D. |
Director, Chief Executive Officer, 10% Owner |
Award↑
Filing footnotes — Stock Option (right to buy) (Direct)
These options vest in three equal annual installments, with the first installment vesting on July 13, 2027. |
Stock Option (right to buy)
|
11,065 |
| 2026-09-02 | Sorrells Christopher D. |
Director, Chief Executive Officer, 10% Owner |
Award↑
Filing footnotes — Common Shares (Direct)
Restricted stock units ("RSUs") are granted to the reporting person for no additional cash consideration, each of which represents a contingent right to receive one common share upon vesting of these RSUs in three equal annual installments, with the first installment vesting on July 13, 2027. |
Common Shares
|
6,818 |
| 2026-07-10 | Sorrells Christopher D. |
Director, Chief Executive Officer, 10% Owner |
Expiration↓
Filing footnotes — Class B Common Shares (Indirect)
As described in the issuer's registration statement on Form F-4 (File No. 333-293688) (the "Registration Statement"), in connection with the Closing, the issuer continued from the Cayman Islands to British Columbia, resulting in the conversion of all Class B ordinary shares of the issuer, a Cayman Islands exempted corporation, into Class B common shares of the issuer, a British Columbia limited company (the "Continuation"). As described in the Registration Statement, in connection with the Closing, the Sponsor (i) transferred 1,250,000 Class B common shares to certain investors in the issuer's simple agreements for future equity, and (ii) forfeited 1,000,000 Class B common shares (the "Forfeiture"). In connection with the Forfeiture, the Sponsor received 333,334 Class A Earnout Shares, 333,333 Class B Earnout Shares and 333,333 Class C Earnout Shares from the issuer. The Sponsor is the record holder of the shares reported herein. Mr. Sorrells was the managing member of the Sponsor prior to the Closing. |
Class B Common Shares
(I)
|
1,000,000 |
| 2026-07-10 | Sorrells Christopher D. |
Director, Chief Executive Officer, 10% Owner |
Expiration↑
Filing footnotes — Class B Earnout Shares (Indirect)
If at any time during the Earnout Period, the VWAP exceeds $20.00 during any Measurement Period, then the Class B Earnout Shares shall automatically convert into the issuer's common shares on a one-for-one basis. Following the closing of the business combination between the issuer and General Fusion Inc. (the "Closing"), Mr. Sorrells no longer has beneficial ownership of the securities owned by Spring Valley Acquisition III Sponsor, LLC (the "Sponsor"). The Sponsor is the record holder of the shares reported herein. Mr. Sorrells was the managing member of the Sponsor prior to the Closing. |
Class B Earnout Shares
(I)
|
333,333 |
| 2026-07-10 | Sorrells Christopher D. |
Director, Chief Executive Officer, 10% Owner |
Expiration↑
Filing footnotes — Class A Earnout Shares (Indirect)
If at any time during the period following the Closing and expiring on the fifth anniversary of the Closing (the "Earnout Period"), for any 20 trading days within a period of 30 consecutive trading days (the "Measurement Period"), the volume-weighted average price of the issuer's common shares (the "VWAP") exceeds $15.00, then the Class A Earnout Shares shall automatically convert into the issuer's common shares on a one-for-one basis. Following the closing of the business combination between the issuer and General Fusion Inc. (the "Closing"), Mr. Sorrells no longer has beneficial ownership of the securities owned by Spring Valley Acquisition III Sponsor, LLC (the "Sponsor"). The Sponsor is the record holder of the shares reported herein. Mr. Sorrells was the managing member of the Sponsor prior to the Closing. |
Class A Earnout Shares
(I)
|
333,334 |
| 2026-07-10 | Sorrells Christopher D. |
Director, Chief Executive Officer, 10% Owner |
Other↓
Filing footnotes — Class B Common Shares (Indirect)
As described in the issuer's registration statement on Form F-4 (File No. 333-293688) (the "Registration Statement"), in connection with the Closing, the issuer continued from the Cayman Islands to British Columbia, resulting in the conversion of all Class B ordinary shares of the issuer, a Cayman Islands exempted corporation, into Class B common shares of the issuer, a British Columbia limited company (the "Continuation"). As described in the Registration Statement, in connection with the Closing, the Sponsor (i) transferred 1,250,000 Class B common shares to certain investors in the issuer's simple agreements for future equity, and (ii) forfeited 1,000,000 Class B common shares (the "Forfeiture"). In connection with the Forfeiture, the Sponsor received 333,334 Class A Earnout Shares, 333,333 Class B Earnout Shares and 333,333 Class C Earnout Shares from the issuer. The Sponsor is the record holder of the shares reported herein. Mr. Sorrells was the managing member of the Sponsor prior to the Closing. |
Class B Common Shares
(I)
|
1,250,000 |
| 2026-07-10 | Sorrells Christopher D. |
Director, Chief Executive Officer, 10% Owner |
Expiration↑
Filing footnotes — Class C Earnout Shares (Indirect)
If at any time during the Earnout Period, the VWAP exceeds $25.00 during any Measurement Period, then the Class C Earnout Shares shall automatically convert into the issuer's common shares on a one-for-one basis. Following the closing of the business combination between the issuer and General Fusion Inc. (the "Closing"), Mr. Sorrells no longer has beneficial ownership of the securities owned by Spring Valley Acquisition III Sponsor, LLC (the "Sponsor"). The Sponsor is the record holder of the shares reported herein. Mr. Sorrells was the managing member of the Sponsor prior to the Closing. |
Class C Earnout Shares
(I)
|
333,333 |
| 2026-07-10 | Sorrells Christopher D. |
Director, Chief Executive Officer, 10% Owner |
Award↑
Filing footnotes — Warrants (right to buy) (Indirect)
In connection with the Closing, the Sponsor elected to convert a working capital loan with a principal amount of $1,500,000 into warrants to purchase 1,666,667 of the issuer's common shares. Following the closing of the business combination between the issuer and General Fusion Inc. (the "Closing"), Mr. Sorrells no longer has beneficial ownership of the securities owned by Spring Valley Acquisition III Sponsor, LLC (the "Sponsor"). The Sponsor is the record holder of the shares reported herein. Mr. Sorrells was the managing member of the Sponsor prior to the Closing. |
Warrants (right to buy)
(I)
|
1,666,667 |
| 2026-07-10 | Sorrells Christopher D. |
Director, Chief Executive Officer, 10% Owner |
Other↓
Filing footnotes — Class B Common Shares (Indirect)
As described in the issuer's registration statement on Form F-4 (File No. 333-293688) (the "Registration Statement"), in connection with the Closing, the issuer continued from the Cayman Islands to British Columbia, resulting in the conversion of all Class B ordinary shares of the issuer, a Cayman Islands exempted corporation, into Class B common shares of the issuer, a British Columbia limited company (the "Continuation"). As described in the Registration Statement, following the Continuation, the Class B common shares of the issuer automatically converted into Class A common shares of the issuer on a one-for-one-basis, after which the Class A common shares were re-designated as common shares of the issuer. The Sponsor is the record holder of the shares reported herein. Mr. Sorrells was the managing member of the Sponsor prior to the Closing. |
Class B Common Shares
(I)
|
5,296,667 |
| 2026-07-10 | Sorrells Christopher D. |
Director, Chief Executive Officer, 10% Owner |
Other↑
Filing footnotes — Common Shares (Indirect)
Following the closing of the business combination between the issuer and General Fusion Inc. (the "Closing"), Mr. Sorrells no longer has beneficial ownership of the securities owned by Spring Valley Acquisition III Sponsor, LLC (the "Sponsor"). The Sponsor is the record holder of the shares reported herein. Mr. Sorrells was the managing member of the Sponsor prior to the Closing. |
Common Shares
(I)
|
5,296,667 |