SCHEDULE: Encision VP of Finance Boosts Stake to 6.0%

Encision Inc.'s Vice President of Finance, Brandon J Shepard, has increased his beneficial ownership in the company to 6.0% through a recent private placement and option exercises.

Summary

• Brandon J Shepard, Vice President of Finance at Encision Inc., reported beneficial ownership of 1,005,833 shares of the company's Common Stock.
• This represents approximately 6.0% of the outstanding Common Stock, based on 16,879,645 shares outstanding plus exercisable options.
• The ownership includes 1,000,000 shares acquired on August 19, 2025, in a private placement transaction at a purchase price of $0.10 per share.
• An additional 5,833 shares are issuable upon the exercise of options that are currently exercisable or will become exercisable within 60 days.
• The acquisition of the 1,000,000 shares was funded by Mr. Shepard's personal funds, totaling approximately $100,000.
• Mr. Shepard holds sole voting power and sole dispositive power with respect to all such beneficially owned shares.
• Mr. Shepard also holds options to purchase an aggregate of 50,000 shares of Common Stock under agreements dated August 19, 2024, and April 17, 2025.

Sentiment

Score: 8

Explanation: The significant increase in beneficial ownership by a key executive (VP of Finance) through a private placement and option exercises, funded by personal funds, indicates strong insider confidence in the company's future prospects. This is generally viewed positively by the market as it aligns management's interests with shareholders.

Positives

• Significant insider buying by a key executive (VP of Finance) demonstrates strong confidence in the company's future prospects and valuation.
• The acquisition of 1,000,000 shares at $0.10 per share suggests a belief that the company's stock is currently undervalued or has substantial upside potential.
• Increased alignment of management's financial interests with those of public shareholders, which can be a positive signal for corporate governance and long-term strategy.

Future Outlook

Mr. Shepard acquired the securities for investment purposes and stated that he may acquire additional shares or dispose of shares of Common Stock in open market or privately negotiated transactions, depending on market conditions.

Management Comments

• "Acquired the securities for investment purposes."
• "May acquire additional shares of Common Stock of the Issuer or dispose of shares of Common Stock of the Issuer in open market transactions or privately negotiated transactions."

Industry Context

This filing primarily reflects an individual executive's investment decision rather than a broad industry trend. However, significant insider buying by a Vice President of Finance can signal internal confidence in a company's prospects, potentially differentiating it from peers facing similar market conditions and suggesting a positive internal outlook.

Related Party Transactions

• Brandon J Shepard, as Vice President of Finance, participated in a private placement with Encision Inc. to acquire 1,000,000 shares of Common Stock.
• Mr. Shepard is a party to two stock option agreements with Encision Inc. dated August 19, 2024, and April 17, 2025, for an aggregate of 50,000 shares.

Stakeholder Impact

• Shareholders: Increased confidence due to significant insider buying, potentially signaling positive future performance or undervaluation.
• Company: Inflow of approximately $100,000 from the private placement, strengthening the company's capital base.
• Management: Enhanced alignment of the Vice President of Finance's personal financial interests with the long-term success of the company.

Next Steps

• Mr. Shepard may acquire or dispose of additional shares of Common Stock in the future, depending on market conditions.
• Exercise of remaining stock options granted under agreements dated August 19, 2024, and April 17, 2025, which will become exercisable after 60 days.

Key Dates

Recommendation

The substantial increase in beneficial ownership by Encision Inc.'s Vice President of Finance, Brandon J Shepard, through a private placement at $0.10 per share, signals strong insider confidence in the company's valuation and future prospects. This level of personal investment by a key executive, particularly one involved in the company's financial health, suggests a belief that the stock is currently undervalued or poised for growth. Such a move typically aligns management's interests more closely with shareholders and can be a strong indicator for potential investors to consider a 'buy' position.

Keywords

Encision Inc., Brandon J Shepard, Schedule 13D, Insider Ownership, Private Placement, Common Stock, Share Acquisition, Executive Ownership, Financial Reporting, Corporate Governance