SEC FORM 4

FORM 4

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

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).

1. Name and Address of Reporting Person ^*

Regan Andrew

(Last)

(First)

(Middle)

4851 TAMIAMI TRAIL NORTH, SUITE 200

(Street)

NAPLES

34103

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
CDT Equity Inc. [ CDT ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
07/30/2026

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

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

X	Form filed by One Reporting Person
	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 Following Reported Transaction(s) (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)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	08/28/2026		J		5,436,830 ⁽¹⁾ ⁽²⁾	A	⁽¹⁾ ⁽²⁾	5,693,223	I	By Corvus Capital Ltd. ⁽³⁾ ⁽⁴⁾
Common Stock	08/28/2026		S⁽¹⁾⁽²⁾⁽⁶⁾		290 ⁽¹⁾ ⁽²⁾ ⁽⁶⁾	D	⁽¹⁾ ⁽²⁾	5,692,933	I	By Corvus Capital Ltd. ⁽³⁾ ⁽⁴⁾
Common Stock								5,600	D
Common Stock								773	I	By Manoira Corporation ⁽⁴⁾ ⁽⁵⁾

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)	Code	V	(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)
Pre-Funded Warrants	$ 0.0001	07/30/2026		J⁽¹⁾⁽²⁾		5,436,830 ⁽¹⁾ ⁽²⁾ ⁽³⁾		⁽¹⁾⁽²⁾	⁽⁷⁾	Common Stock	5,436,830 ⁽¹⁾ ⁽²⁾ ⁽³⁾	$ 0.0001	5,436,830 ⁽¹⁾ ⁽²⁾ ⁽³⁾	I	By Corvus Capital Ltd. ⁽⁴⁾
Pre-Funded Warrants	$ 0.0001	08/28/2026		X			5,436,830 ⁽¹⁾ ⁽²⁾ ⁽³⁾	08/28/2026	⁽⁷⁾	Common Stock	5,436,830 ⁽¹⁾ ⁽²⁾ ⁽³⁾	$ 0.0001	0 ⁽¹⁾ ⁽²⁾ ⁽³⁾	I	By Corvus Capital Ltd. ⁽⁴⁾

Explanation of Responses:

1. On July 30, 2026, Corvus Capital Limited ("Corvus") entered into that certain securities purchase agreement (the "Agreement") with CDT Equity Inc. (the "Issuer") and certain other investors of Sarborg Limited, a Cayman Islands Company ("Sarborg"), named therein, pursuant to which, on July 30, 2026, Corvus sold to the Issuer an aggregate of 120 shares of Sarborg (such shares the "Sarborg Shares") and the Issuer issued to Corvus as consideration for the Sarborg Shares pre-funded warrants (the "Pre-Funded Warrants") to purchase up to an aggregate of 5,436,830 shares of common stock, par value $0.0001 per share, of the Issuer (the "Common Stock"), at an exercise price of $0.0001 per share.

2. The Pre-Funded Warrants include a "cashless" exercise provision, wherein the holder of the Pre-Funded Warrant is entitled to receive a number of shares of Common Stock generally equal to the quotient obtained by dividing the market price minus the exercise price divided by the market price (as further described in the Pre-Funded Warrant). The Pre-Funded Warrants became exercisable on August 28, 2026, following the receipt of stockholder approval for the issuance of the underlying Common Stock, and, on such date, Corvus exercised all of its Pre-Funded Warrants via cashless exercise and received 5,436,540 shares of Common Stock.

3. These shares of Common Stock and Pre-Funded Warrants are owned of record by Corvus.

4. Corvus is the owner of 99.0% of the equity interests of Manoira Corporation ("Manoira") and, therefore, may also be deemed to beneficially own the shares of Common Stock held of record by Manoira. Dr. Andrew Regan is the sole director of Manoira and the Chief Executive Officer and sole shareholder of Corvus. By virtue of these relationships, Dr. Regan may be deemed to beneficially own the shares of Common Stock and Pre-Funded Warrants held of record by Manoira and Corvus. Each of Corvus and Dr. Regan disclaims any such beneficial ownership, except to the extent of its or his pecuniary interest therein.

5. These shares of Common Stock are owned of record by Manoira.

6. Corvus exercised the Pre-Funded Warrants on a cashless basis, which resulted in the Issuer withholding 290 shares of Common Stock issuable upon the exercise of the Pre-Funded Warrants to pay the exercise price.

7. The Pre-Funded Warrants have been exercised in full.

	/s/ Andrew Regan	09/02/2026
	** Signature of Reporting Person	Date
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