SEC FORM 5

FORM 5

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Form 3 Holdings Reported.

Form 4 Transactions Reported.

1. Name and Address of Reporting Person ^*

Nextelligence, Inc.

(Last)

(First)

(Middle)

6901 TPC DRIVE, SUITE 200

(Street)

ORLANDO

32822

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
FreeCast, Inc. [ CAST ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)	4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A common stock	04/20/2026		S	200,000	D	$ 0.5	8,772,280	D ⁽¹⁾
Class A common stock	04/21/2026		S	150,000	D	$ 5.33	8,772,280	D ⁽¹⁾
Class A common stock	04/22/2026		S	125,000	D	$ 2	8,772,280	D ⁽¹⁾
Class A common stock	04/22/2026		S	150,000	D	$ 0.5	8,772,280	D ⁽¹⁾
Class A common stock	04/23/2026		S	200,000	D	$ 0.5	8,772,280	D ⁽¹⁾
Class A common stock	05/08/2026		S	1,333,333	D	$ 1.3	8,772,280	D ⁽¹⁾
Class A common stock	05/27/2026		S	100,000	D	$ 1	8,772,280	D ⁽¹⁾
Class A common stock	06/15/2026		S	689,322	D	$ 2.81	8,772,280	D ⁽¹⁾
Class A common stock	06/23/2026		S	200,000	D	$ 1.3	8,772,280	D ⁽¹⁾
Class A common stock	06/15/2026		C⁽²⁾	1,322,581 ⁽²⁾	A	⁽²⁾	8,772,280	D ⁽¹⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)	5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Convertible Promissory Note ⁽³⁾	⁽²⁾	06/15/2026		C		$ 2,050,000	04/20/2026	06/30/2027	Class A common stock	1,322,581	⁽⁴⁾	$ 3,935,562 ⁽⁵⁾	D ⁽¹⁾

Explanation of Responses:

1. This is a joint filing of Nextelligence, Inc. (direct ownership) and William A. Mobley, Jr. (indirect ownership). Mr. Mobley is an officer, sole director, majority shareholder and holds voting and dispositive control of Nextelligence, Inc. Mr. Mobley did not receive any proceeds, directly or indirectly, from any of the reported transactions.

2. FreeCast borrowed an additional approximately $1,330,000 under the Renewal Note after April 20, 2026, which it is permitted to do from time to time at its discretion up to an aggregate total of $5,000,000. The conversion feature is available any time prior to the maturity date, which Nextelligence used on June 15, 2026, in order to allow FreeCast to borrow additional funds without going over the maximum amount allowed under the Renewal Note. On June 15, 2026, Nextelligence converted $2,050,000 in outstanding principal into 1,322,581 shares, based on a conversion price of $1.55. After the conversion, the aggregate outstanding principal balance plus accrued interest under the note was $2,918,403.

3. FreeCast and Nextelligence entered into a Renewal Revolving Convertible Promissory Note on April 20, 2026 (the "Renewal Note"), that renewed and modified that certain Revolving Convertible Promissory Note between the parties dated November 21, 2025, in the principal amount of up to $5,000,000 (the "Former Note") by extending the maturity date to June 30, 2027, and changing the conversion price from a fixed price to a variable price based on the closing price of a share of Class A common stock on the Nasdaq Global Market on the most recent trading day prior to delivering notice of conversion. By renewing the Former Note, the Renewal Note superseded in its entirety, and was substituted for and in lieu of, the Former Note, and the Former Note was cancelled.

4. See column 2 as this transaction is a conversion.

5. The aggregate outstanding principal balance plus accrued interest under the Renewal Revolving Convertible Promissory Note.

	/s/ William A. Mobley, Jr., CEO, on behalf of Nextelligence, Inc.	08/14/2026
	** Signature of Reporting Person	Date
	/s/ William A. Mobley, Jr.	08/14/2026
	** Signature of Reporting Person	Date
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