SCHEDULE: Streamex Corp. CEO Appointed, 14.2% Stake Disclosed
Beneficial Ownership Disclosure
Karl Henry Michael McPhie, co-founder of Streamex, becomes CEO of Streamex Corp. and discloses beneficial ownership of 14.2% of common stock following a share exchange.
Summary
- Karl Henry Michael McPhie has filed a Schedule 13D, disclosing beneficial ownership of 21,014,451 shares of Streamex Corp. common stock, representing 14.2% of the outstanding class.
- The shares were received as Exchangeable Shares in BST Sub ULC ('ExchangeCo'), a wholly-owned subsidiary of Streamex Corp., as part of a Share Exchange transaction.
- The Share Exchange involved Streamex Corp., through ExchangeCo, acquiring all issued and outstanding shares of Streamex from its shareholders.
- Each Exchangeable Share is convertible into one share of Streamex Corp. Common Stock and does not have an expiration date.
- On November 4, 2025, Streamex Corp. received stockholder approval for the Share Exchange.
- Effective May 28, 2025, Anthony Amato resigned as CEO, President, and Chairman of Streamex Corp., and Karl Henry Michael McPhie was appointed as the new Chief Executive Officer.
- McPhie, as CEO, may have influence over the corporate activities of Streamex Corp.
Sentiment
Score: 6
Explanation: The filing is primarily factual regarding a change in significant ownership and management following an acquisition. The appointment of a co-founder of the acquired entity as CEO is generally viewed as a positive for integration and strategic direction, but the filing itself does not contain performance metrics or forward-looking financial guidance to warrant a higher score.
Positives
- The completion of the Share Exchange signifies a strategic acquisition for Streamex Corp., integrating Streamex into its operations.
- The appointment of Karl Henry Michael McPhie, a co-founder of the acquired Streamex, as CEO of Streamex Corp. suggests strong leadership continuity and integration for the acquired entity.
- McPhie's significant beneficial ownership of 14.2% aligns his interests directly with the long-term performance of Streamex Corp.
Risks
- Karl Henry Michael McPhie, as the new Chief Executive Officer and a significant beneficial owner, may have substantial influence over the corporate activities of Streamex Corp., including strategic decisions, capital structure, and management changes.
Future Outlook
Karl Henry Michael McPhie does not have any present plans or proposals that relate to or would result in transactions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D, but reserves the right to formulate such plans or proposals in the future.
Management Comments
- Karl Henry Michael McPhie, as the new Chief Executive Officer, may have influence over the corporate activities of Streamex Corp.
Industry Context
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Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Chief Executive Officer, President, and Chairman of the Board | Anthony Amato | May 28, 2025 | Resignation | |
| Chief Executive Officer | Karl Henry Michael McPhie | May 28, 2025 | Appointment following the Share Exchange transaction |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Voting Rights Structure | Holders of Exchangeable Shares, including the Reporting Person, are entitled to voting rights in Streamex Corp. equivalent to common stockholders. These rights are exercised indirectly through a single share of Special Voting Preferred Stock held by a Trustee, who votes in accordance with instructions from Exchangeable Share holders. | May 27, 2025 (Exchange Rights Agreement date) | Ensures that holders of Exchangeable Shares maintain equivalent voting power to common stockholders, providing a mechanism for corporate control and influence despite holding a different class of security. |
Related Party Transactions
- The Share Exchange transaction, where Streamex Corp. acquired all shares of Streamex from its shareholders (including Karl Henry Michael McPhie, a co-founder of Streamex), in exchange for Exchangeable Shares.
Stakeholder Impact
- **Shareholders of Streamex Corp.:** The company has a new CEO and a significant new beneficial owner (14.2%), which could influence future strategic direction and corporate governance.
- **Former Shareholders of Streamex:** These individuals received Exchangeable Shares in a Streamex Corp. subsidiary, providing them with an indirect equity stake and voting rights in Streamex Corp.
- **Employees of Streamex Corp. and Streamex:** A change in CEO often signals potential shifts in corporate strategy, culture, and operational focus.
Next Steps
- Karl Henry Michael McPhie reserves the right to formulate future plans or proposals concerning Streamex Corp.'s corporate activities.
Key Dates
| Date | Description |
|---|---|
| May 23, 2025 | Date of the Share Purchase Agreement (SPA) entered into by Streamex Corp., ExchangeCo, Callco, Streamex, its shareholders, and the Trustee. |
| May 27, 2025 | Date of the Exchange Rights Agreement between Streamex Corp., ExchangeCo, CallCo, and the Trustee. Also, the date Streamex Corp. filed a Form 8-K referencing the SPA and Exchange Rights Agreement. |
| May 28, 2025 | Effective date of Anthony Amato's resignation as CEO, President, and Chairman, and Karl Henry Michael McPhie's appointment as the new Chief Executive Officer of Streamex Corp. |
| November 3, 2025 | Date used for calculating the number of Streamex Corp. Common Stock shares issued and outstanding (147,948,182 shares). |
| November 4, 2025 | Date of the event requiring the filing of this statement; Streamex Corp. received stockholder approval of the Share Exchange. |
| November 10, 2025 | Date the Schedule 13D statement was signed by Karl Henry Michael McPhie. |
Keywords
Streamex Corp, Karl Henry Michael McPhie, Schedule 13D, CEO appointment, beneficial ownership, share exchange, acquisition, corporate governance
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