4/A: ETHZilla Director's Restricted Stock Awards Rescinded
Amendment to Statement of Changes in Beneficial Ownership
ETHZilla Corp's director, Jason Griffin New, had his previously granted restricted common stock awards rescinded and cancelled effective ab initio.
Summary
- Jason Griffin New, a Director and 10% Owner of ETHZilla Corp, had his restricted Common Stock awards rescinded and cancelled.
- The awards were originally granted on November 12, 2025.
- The rescission and cancellation were approved by the Board of Directors on December 1, 2025, following a recommendation from the Compensation Committee.
- Mr. New also entered into a Restricted Stock Award Rescission Agreement on December 1, 2025, acknowledging and agreeing to the cancellation.
- No consideration was paid in connection with these rescissions, and all associated awards have been cancelled.
- This Form 4/A amends and replaces the prior Form 4 filed on November 17, 2025, to reflect the unwinding of these awards and any related gifts.
- Mr. New continues to indirectly beneficially own 56,603 shares of Common Stock through New Island Capital LLC, where he is the founder and managing partner, though he disclaims beneficial ownership except to his pecuniary interest.
Sentiment
Score: 5
Explanation: The filing is neutral, primarily a compliance update correcting a previous stock grant. It doesn't indicate significant positive or negative operational or financial news for the company.
Positives
- The company's Board of Directors, upon recommendation from the Compensation Committee, took action to correct a previous stock grant, indicating active corporate governance.
- No consideration was paid for the rescission, preventing any outflow of company funds related to the cancellation.
Negatives
- The initial grant of restricted stock awards that subsequently needed rescission could indicate an administrative error or a change in compensation strategy.
Future Outlook
No forward-looking statements or guidance are provided in this compliance filing.
Management Comments
- On December 1, 2025, upon the recommendation of the Compensation Committee, the Board of Directors of the Issuer approved the rescission and cancellation, in their entirety and effective ab initio, of the shares of restricted Common Stock previously granted to the Reporting Person on November 12, 2025.
- On December 1, 2025, the Reporting Person entered into a Restricted Stock Award Rescission Agreement with the Issuer pursuant to which he acknowledged and agreed to the rescission and cancellation of the Awards effective as of their original grant date.
- Mr. New disclaims beneficial ownership of the securities owned directly by New Island Capital LLC, except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
Industry Context
This filing is a routine amendment to a beneficial ownership statement for a director and does not provide information relevant to broader industry trends or competitive analysis.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Compensation Policy/Award Correction | The Board of Directors, upon recommendation from the Compensation Committee, approved the rescission and cancellation of restricted Common Stock awards previously granted to Director Jason Griffin New. | 12/01/2025 | Demonstrates active oversight by the Compensation Committee and Board in managing executive compensation and correcting prior grants. |
Related Party Transactions
- The rescission and cancellation of restricted stock awards for a director (Jason Griffin New) is a transaction involving a related party.
Stakeholder Impact
- Shareholders: Minor impact. The correction of a stock grant ensures accuracy in ownership records and reflects active governance.
- Reporting Person (Jason Griffin New): The cancellation of awards means he will not receive those shares, impacting his potential future equity stake.
Key Dates
| Date | Description |
|---|---|
| 11/12/2025 | Original grant date of restricted Common Stock awards to Jason Griffin New. |
| 11/17/2025 | Date of original Form 4 filing by Jason Griffin New. |
| 12/01/2025 | Board of Directors approved the rescission and cancellation of awards; Reporting Person entered into Rescission Agreement. |
| 12/03/2025 | Signature date of the amended Form 4/A filing. |
Keywords
ETHZilla Corp, ETHZ, Form 4/A, beneficial ownership, restricted stock, stock awards, rescission, cancellation, corporate governance, director compensation
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