SDCH · SideChannel, Inc.
Substantial doubt about the company's ability to continue as a going concern.
“As of June 30, 2026, the Company has incurred recurring operating losses and experienced negative cash flows from operations and has limited cash and other sources of liquidity. These conditions, together with the Company's forecasted cash requirements for operations and other obligations coming due within the next twelve months, raise substantial doubt about the Company's ability to continue as a going concern within one year after the date that these financial statements are issued. ... Accordingly, substantial doubt about the Company's ability to continue as a going concern is not alleviated.”View the 10-Q filed Aug 12, 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 |
|---|---|---|---|---|---|
| 2026-06-22 | Seacat Anna Marie |
Director |
Award↑
Filing footnotes — Restricted Stock Unit (Direct)
Represents a grant, on June 22, 2026, by the issuer's Board of Directors, of 21,154 restricted stock units ("RSUs"). The award vests (i) with respect to 7,051 RSUs on each of March 31, 2027 and 2028, respectively, and (ii) with respect to 7,052 RSUs on March 31, 2028. |
Restricted Stock Unit
|
21,154 |
| 2026-03-16 | Hnatiw Nicholas William |
Director |
Award↑
Filing footnotes — Restricted Stock Unit (Direct)
Represents a 10,684 RSU award, one third of which shall vest on the first business day of each subsequent March, for the following three years. The closing price of the issuer's common stock on the transaction date. Represents the total amount of securities beneficially owned by the Reporting Person following the reported transactions above. |
Restricted Stock Unit
|
10,684 |
| 2026-03-16 | Polk Ryan |
Chief Financial Officer |
Award↑
Filing footnotes — Restricted Stock Unit (Direct)
Represents a 35,574 RSU award, one third of which shall vest on the first business day of each subsequent March, for the following three years. The closing price of the issuer's common stock on the transaction date. Represents the total amount of securities beneficially owned by the Reporting Person following the reported transactions above. |
Restricted Stock Unit
|
35,574 |
| 2026-03-16 | Haugli Brian Wayne |
Director, Chief Executive Officer, 10% Owner |
Award↑
Filing footnotes — Restricted Stock Unit (Direct)
Represents a 53,361 RSU award, one third of which shall vest on the first business day of each subsequent March, for the following three years. The closing price of the issuer's common stock on the transaction date. Represents the total amount of securities beneficially owned by the Reporting Person following the reported transactions above. |
Restricted Stock Unit
|
53,361 |
| 2026-03-02 | Hnatiw Nicholas William |
Director |
Tax↓
Filing footnotes — Restricted Stock Unit (Direct)
On March 2, 2026, 10,149 RSUs vested, 3,512 shares of common stock otherwise issuable pursuant to the vesting were withheld for the payment of taxes, resulting in the issuance of 6,637 shares of common stock to the Reporting Person. The closing price of the issuer's common stock on the transaction date. |
Restricted Stock Unit
|
10,149 |
| 2026-03-02 | Haugli Brian Wayne |
Director, Chief Executive Officer, 10% Owner |
Tax↓
Filing footnotes — Restricted Stock Unit (Direct)
On March 2, 2026, 38,084 RSUs vested, 13,372 shares of common stock otherwise issuable pursuant to the vesting were withheld for the payment of taxes, resulting in the issuance of 24,712 shares of common stock to the Reporting Person. The closing price of the issuer's common stock on the transaction date. |
Restricted Stock Unit
|
38,084 |
| 2026-03-02 | Polk Ryan |
Chief Financial Officer |
Tax↓
Filing footnotes — Restricted Stock Unit (Direct)
On March 2, 2026, 25,745 RSUs vested, 10,602 shares of common stock otherwise issuable pursuant to the vesting were withheld for the payment of taxes, resulting in the issuance of 15,143 shares of common stock to the Reporting Person. The closing price of the issuer's common stock on the transaction date. |
Restricted Stock Unit
|
25,745 |
| 2025-03-03 | Polk Ryan |
Chief Financial Officer |
Tax↓
Filing footnotes — Restricted Stock Unit (Direct)
On March 3, 2025, 995,405 RSUs vested. Following the vesting of such RSUs, 408,913 shares of Common Stock otherwise issuable pursuant to the vesting were withheld for the payment of taxes, resulting in the issuance of 586,492 shares of Common Stock to the Reporting Person. |
Restricted Stock Unit
|
408,913 |
| 2025-03-03 | Haugli Brian Wayne |
Director, Chief Executive Officer, 10% Owner |
Tax↓
Filing footnotes — Restricted Stock Unit (Direct)
On March 3, 2025, 1,446,810 RSUs vested. Following the vesting of such RSUs, 507,975 shares of Common Stock otherwise issuable pursuant to the vesting were withheld for the payment of taxes, resulting in the issuance of 938,835 shares of Common Stock to the Reporting Person. |
Restricted Stock Unit
|
507,975 |
| 2025-03-03 | Polk Ryan |
Chief Financial Officer |
Award↑
Filing footnotes — Restricted Stock Unit (Direct)
Represents the grant of shares of common stock approved by the independent directors of the issuer's board of directors and issued in accordance with Rule 16b-3 promulgated under the Securities Exchange Act of 1934, as amended. The shares vest according to the following schedule: 602,601 shares vesting on March 2, 2026, 602,601 shares vesting on March 1, 2027, and 602,601 shares vesting on March 1, 2028. |
Restricted Stock Unit
|
1,807,803 |
| 2025-03-03 | Hnatiw Nicholas William |
Director |
Tax↓
Filing footnotes — Restricted Stock Unit (Direct)
On March 3, 2025, 527,778 RSUs vested. Following the vesting of such RSUs, 182,612 shares of Common Stock otherwise issuable pursuant to the vesting were withheld for the payment of taxes, resulting in the issuance of 345,166 shares of Common Stock to the Reporting Person. |
Restricted Stock Unit
|
182,612 |
| 2025-03-03 | Haugli Brian Wayne |
Director, Chief Executive Officer, 10% Owner |
Award↑
Filing footnotes — Restricted Stock Unit (Direct)
Represents the grant of shares of common stock approved by the independent directors of the issuer's board of directors and issued in accordance with Rule 16b-3 promulgated under the Securities Exchange Act of 1934, as amended. The shares vest according to the following schedule: 903,901 shares vesting on March 2, 2026, 903,901 shares vesting on March 1, 2027, and 903,902 shares vesting on March 1, 2028. |
Restricted Stock Unit
|
2,711,704 |
| 2025-03-03 | Hnatiw Nicholas William |
Director |
Award↑
Filing footnotes — Restricted Stock Unit (Direct)
Represents the grant of shares of common stock approved by the independent directors of the issuer's board of directors and issued in accordance with Rule 16b-3 promulgated under the Securities Exchange Act of 1934, as amended. The shares vest according to the following schedule: 185,185 shares vesting on March 2, 2026, 185,185 shares vesting on March 1, 2027, and 185,186 shares vesting on March 1, 2028. |
Restricted Stock Unit
|
555,556 |
| 2024-12-23 | REGAN HUGH T JR |
Director |
Award↑
Filing footnotes — Restricted Stock Unit (Direct)
3 Year Vesting |
Restricted Stock Unit
|
1,100,000 |
| 2024-12-23 | Brown Robert Brooks |
Director |
Award↑
Filing footnotes — Restricted Stock Unit (Direct)
3 Year Vesting |
Restricted Stock Unit
|
1,100,000 |
| 2024-12-23 | MacConnel Deborah Kuenzi |
Director |
Other↓
Filing footnotes — Stock Option (right to buy) (Direct)
The Stock Options were terminated and rescinded. Pursuant to the original vesting schedule, the option would have become exercisable with respect to 366,666 shares on March 1, 2025, and with respect to 366,667 shares on each of March 1, 2026 and March 1, 2027, respectively. |
Stock Option (right to buy)
|
1,100,000 |
| 2024-12-23 | Brown Robert Brooks |
Director |
Other↓
Filing footnotes — Stock Option (right to buy) (Direct)
The Stock Options were terminated and rescinded. Pursuant to the original vesting schedule, the option would have become exercisable with respect to 366,666 shares on March 1, 2025, and with respect to 366,667 shares on each of March 1, 2026 and March 1, 2027, respectively. |
Stock Option (right to buy)
|
1,100,000 |
| 2024-12-23 | REGAN HUGH T JR |
Director |
Other↓
Filing footnotes — Stock Option (right to buy) (Direct)
The Stock Options were terminated and rescinded. Pursuant to the original vesting schedule, the option would have become exercisable with respect to 366,666 shares on March 1, 2025, and with respect to 366,667 shares on each of March 1, 2026 and March 1, 2027, respectively. |
Stock Option (right to buy)
|
1,100,000 |
| 2024-12-23 | MacConnel Deborah Kuenzi |
Director |
Award↑
Filing footnotes — Restricted Stock Unit (Direct)
3 Year Vesting |
Restricted Stock Unit
|
1,100,000 |
| 2024-05-24 | Haugli Brian Wayne |
Director, Chief Executive Officer, 10% Owner |
Award↑
|
Common Stock
|
567,954 |
| 2024-05-24 | Polk Ryan |
Chief Financial Officer |
Award↑
|
Common Stock
|
286,902 |
| 2024-05-24 | Hnatiw Nicholas William |
Director |
Award↑
|
Common Stock
|
385,132 |
| 2024-05-10 | Brown Robert Brooks |
Director |
Award↑
Filing footnotes — Stock Option (right to buy) (Direct)
Represents the grant, by the issuer's Board of Directors, of an option to purchase 1,100,000 shares of the issuer's common stock. On August 1, 2024, the Option Award Agreement exercise price was corrected from $0.06 per share to $0.18 per share. As reported on the previous Form 4, filed June 20, 2024, the option vests, and becomes exercisable, with respect to 366,666 shares on March 1, 2025, and with respect to 366,667 shares on each of March 1, 2026 and March 1, 2027, respectively. The option expires on May 9, 2034. |
Stock Option (right to buy)
|
1,100,000 |
| 2024-05-10 | Hansen James Richard Chris |
Director |
Award↑
Filing footnotes — Stock Option (right to buy) (Direct)
Represents the grant, by the issuer's Board of Directors, of an option to purchase 1,100,000 shares of the issuer's common stock at an exercise price of $0.06 per share. The option vests, and becomes exercisable, with respect to 366,666 shares on March 1, 2025, and with respect to 366,667 shares on each of March 1, 2026 and March 1, 2027, respectively. The option expires on May 9, 2034. |
Stock Option (right to buy)
|
1,100,000 |
| 2024-05-10 | Brown Robert Brooks |
Director |
Award↑
Filing footnotes — Stock Option (right to buy) (Direct)
Represents the grant, by the issuer's Board of Directors, of an option to purchase 1,100,000 shares of the issuer's common stock at an exercise price of $0.06 per share. The option vests, and becomes exercisable, with respect to 366,666 shares on March 1, 2025, and with respect to 366,667 shares on each of March 1, 2026 and March 1, 2027, respectively. The option expires on May 9, 2034. |
Stock Option (right to buy)
|
1,100,000 |
| 2024-05-10 | MacConnel Deborah Kuenzi |
Director |
Award↑
Filing footnotes — Stock Option (right to buy) (Direct)
Represents the grant, by the issuer's Board of Directors, of an option to purchase 1,100,000 shares of the issuer's common stock. On August 1, 2024, the Option Award Agreement exercise price was corrected from $0.06 per share to $0.18 per share. As reported on the previous Form 4, filed June 20, 2024, the option vests, and becomes exercisable, with respect to 366,666 shares on March 1, 2025, and with respect to 366,667 shares on each of March 1, 2026 and March 1, 2027, respectively. The option expires on May 9, 2034. |
Stock Option (right to buy)
|
1,100,000 |
| 2024-05-10 | REGAN HUGH T JR |
Director |
Award↑
Filing footnotes — Stock Option (right to buy) (Direct)
Represents the grant, by the issuer's Board of Directors, of an option to purchase 1,100,000 shares of the issuer's common stock. On August 1, 2024, the Option Award Agreement exercise price was corrected from $0.06 per share to $0.18 per share. As reported on the previous Form 4, filed June 20, 2024, the option vests, and becomes exercisable, with respect to 366,666 shares on March 1, 2025, and with respect to 366,667 shares on each of March 1, 2026 and March 1, 2027, respectively. The option expires on May 9, 2034. |
Stock Option (right to buy)
|
1,100,000 |
| 2024-05-10 | MacConnel Deborah Kuenzi |
Director |
Award↑
Filing footnotes — Stock Option (right to buy) (Direct)
Represents the grant, by the issuer's Board of Directors, of an option to purchase 1,100,000 shares of the issuer's common stock at an exercise price of $0.06 per share. The option vests, and becomes exercisable, with respect to 366,666 shares on March 1, 2025, and with respect to 366,667 shares on each of March 1, 2026 and March 1, 2027, respectively. The option expires on May 9, 2034. |
Stock Option (right to buy)
|
1,100,000 |
| 2024-05-10 | REGAN HUGH T JR |
Director |
Award↑
Filing footnotes — Stock Option (right to buy) (Direct)
Represents the grant, by the issuer's Board of Directors, of an option to purchase 1,100,000 shares of the issuer's common stock at an exercise price of $0.06 per share. The option vests, and becomes exercisable, with respect to 366,666 shares on March 1, 2025, and with respect to 366,667 shares on each of March 1, 2026 and March 1, 2027, respectively. The option expires on May 9, 2034. |
Stock Option (right to buy)
|
1,100,000 |
| 2024-03-15 | Haugli Brian Wayne |
Director, Chief Executive Officer, 10% Owner |
Buy↑
|
Common Stock
|
52,500 |
| 2024-03-01 | Haugli Brian Wayne |
Director, Chief Executive Officer, 10% Owner |
Award↑
Filing footnotes — Restricted Stock Unit (Direct)
3 Year Vesting |
Restricted Stock Unit
|
2,562,651 |
| 2024-03-01 | Haugli Brian Wayne |
Director, Chief Executive Officer, 10% Owner |
Tax↓
Filing footnotes — Restricted Stock Unit (Direct)
On March 1, 2024, 592,592 RSUs vested. Following the vesting of such RSUs, 208,060 shares of Common Stock otherwise issuable pursuant to the vesting were withheld for the payment of taxes, resulting in the issuance of 384,532 shares of Common Stock to the reporting person. |
Restricted Stock Unit
|
208,060 |
| 2024-03-01 | Hnatiw Nicholas William |
Director |
Tax↓
Filing footnotes — Restricted Stock Unit (Direct)
On March 1, 2024, 388,890 RSUs vested. Following the vesting of such RSUs, 134,556 shares of Common Stock otherwise issuable pursuant to the vesting were withheld for the payment of taxes, resulting in the issuance of 254,334 shares of Common Stock to the reporting person. |
Restricted Stock Unit
|
134,556 |
| 2024-03-01 | Polk Ryan |
Chief Financial Officer |
Tax↓
Filing footnotes — Restricted Stock Unit (Direct)
On March 1, 2024, 518,519 RSUs vested. Following the vesting of such RSUs, 212,490 shares of Common Stock otherwise issuable pursuant to the vesting were withheld for the payment of taxes, resulting in the issuance of 306,029 shares of Common Stock to the reporting person. |
Restricted Stock Unit
|
212,490 |
| 2024-03-01 | Hnatiw Nicholas William |
Director |
Award↑
Filing footnotes — Restricted Stock Unit (Direct)
3 Year Vesting |
Restricted Stock Unit
|
694,444 |
| 2024-03-01 | Polk Ryan |
Chief Financial Officer |
Award↑
Filing footnotes — Restricted Stock Unit (Direct)
3 Year Vesting |
Restricted Stock Unit
|
1,708,434 |
| 2024-02-15 | Ambrose Anthony |
Director, President |
Award↑
Filing footnotes — Common Stock (Direct)
Vested upon grant. |
Common Stock
|
20,834 |
| 2023-12-29 | Powers Kevin Robert |
Director |
Award↑
Filing footnotes — Common Stock (Direct)
Vested upon grant. |
Common Stock
|
41,667 |
| 2023-12-29 | REGAN HUGH T JR |
Director |
Award↑
Filing footnotes — Common Stock (Direct)
Vested upon grant. |
Common Stock
|
41,667 |
| 2023-12-29 | MacConnel Deborah Kuenzi |
Director |
Award↑
Filing footnotes — Common Stock (Direct)
Vested upon grant. |
Common Stock
|
41,667 |
| 2023-12-29 | Ambrose Anthony |
Director, President |
Award↑
Filing footnotes — Common Stock (Direct)
Vested upon grant. |
Common Stock
|
41,667 |
| 2023-09-29 | REGAN HUGH T JR |
Director |
Award↑
Filing footnotes — Common Stock (Direct)
Vested upon grant. |
Common Stock
|
41,667 |
| 2023-09-29 | MacConnel Deborah Kuenzi |
Director |
Award↑
Filing footnotes — Common Stock (Direct)
Vested upon grant. |
Common Stock
|
41,667 |
| 2023-09-29 | Ambrose Anthony |
Director, President |
Award↑
Filing footnotes — Common Stock (Direct)
Vested upon grant. |
Common Stock
|
41,667 |
| 2023-09-29 | Powers Kevin Robert |
Director |
Award↑
Filing footnotes — Common Stock (Direct)
Vested upon grant. |
Common Stock
|
41,667 |
| 2023-07-03 | Haugli Brian Wayne |
Director, Chief Executive Officer, 10% Owner |
Tax↓
Filing footnotes — Restricted Stock Unit (Direct)
On July 3, 2023, 370,370 RSUs vested. Following the vesting of such RSUs, 113,234 shares of Common Stock otherwise issuable pursuant to the vesting were withheld for the payment of taxes, resulting in the issuance of 257,136 shares of Common Stock to the reporting person. |
Restricted Stock Unit
|
113,234 |
| 2023-07-01 | Haugli Brian Wayne |
Director, Chief Executive Officer, 10% Owner |
Award↑
Filing footnotes — Restricted Stock Unit (Direct)
3 Year vesting. |
Restricted Stock Unit
|
666,667 |
| 2023-06-30 | REGAN HUGH T JR |
Director |
Award↑
Filing footnotes — Restricted Stock Unit (Direct)
Vested upon grant. |
Restricted Stock Unit
|
41,667 |
| 2023-06-30 | Powers Kevin Robert |
Director |
Award↑
Filing footnotes — Restricted Stock Unit (Direct)
Vested upon grant. |
Restricted Stock Unit
|
41,667 |
| 2023-06-30 | MacConnel Deborah Kuenzi |
Director |
Award↑
Filing footnotes — Restricted Stock Unit (Direct)
Vested upon grant. |
Restricted Stock Unit
|
41,667 |