Form 4: Windsor Private Capital Reduces AIFF Stake

Windsor Private Capital LP and its affiliates, a 10% owner and director group, sold 166,572 shares of Firefly Neuroscience, Inc. common stock in October 2025.

Summary

• Windsor Private Capital LP and a group of affiliated reporting persons, including directors Jordan Kupinsky, Rocco Marcello, and John Cundari, collectively sold 166,572 shares of Firefly Neuroscience, Inc. (AIFF) common stock.
• The sales occurred over four separate transactions between October 9, 2025, and October 14, 2025.
• Transaction prices ranged from $2.6525 to $2.9441 per share.
• The total value of shares sold is approximately $457,000.
• Following these transactions, the group's indirect beneficial ownership in Firefly Neuroscience, Inc. stands at 1,470,201 shares.
• These transactions were conducted pursuant to broker-dealer sales in accordance with Rule 144 under the Securities Act of 1933 and were made under a Rule 10b5-1(c) plan.

Sentiment

Score: 4

Explanation: The sentiment is slightly negative due to significant insider selling by a 10% owner and director group. While the sales were pre-planned under a Rule 10b5-1 plan, the reduction in insider ownership can still be interpreted as a lack of strong conviction or a move to diversify, which typically weighs on investor sentiment.

Positives

• The transactions were executed under a Rule 10b5-1(c) plan, indicating pre-planned sales for diversification or liquidity rather than a reaction to immediate negative news.

Negatives

• A significant reduction in beneficial ownership by a 10% owner and director group could be perceived as a negative signal regarding insider confidence in the company's future prospects.
• The sales occurred at varying prices, with some transactions at lower prices than earlier ones, indicating a downward trend in the selling price over the period.

Risks

• The reduction in insider ownership by a significant shareholder group may lead to decreased market confidence or increased selling pressure on the stock.

Management Comments

• The Reporting Persons are members of a 'group' that beneficially owns more than 10% of the shares of common stock of Firefly Neurosciences, Inc.
• The reported securities are held directly by Windsor Private Capital LP.
• Rocco Marcello is Founder, Chairman and Chief Executive Officer of Windsor Private Capital LP.
• John Cundari is President of Windsor Private Capital LP.
• Jordan Kupinsky is Managing Partner of Windsor Private Capital LP.
• WPC GP I Inc. is the general partner of Windsor Private Capital LP, and WPC Management Services Inc. is the sole shareholder of WPC GP I Inc.
• WPC Management Services Inc., WPC GP I Inc., Mr. Kupinsky, Mr. Marcello, and Mr. Cundari disclaim beneficial ownership of the securities held directly by Windsor Private Capital LP except to the extent of their pecuniary interest therein.

Related Party Transactions

• The sales of common stock were conducted by Windsor Private Capital LP and its affiliates, who are part of a group identified as 10% owners and directors of Firefly Neuroscience, Inc.

Stakeholder Impact

• Shareholders may interpret the insider selling as a signal of reduced confidence from a major investor and director group, potentially leading to negative pressure on the stock price.
• The transactions, while pre-planned, represent a significant reduction in the group's direct and indirect holdings, which could affect long-term investor perception of alignment between management/major shareholders and common shareholders.

Key Dates

Recommendation

The significant insider selling by a 10% owner and director group, even if pre-planned under a 10b5-1 plan, suggests a cautious stance. While not an immediate 'sell' signal due to the pre-planned nature, it warrants a 'hold' recommendation with close monitoring of future insider activity and company performance. Investors should consider the implications of reduced insider alignment.

Keywords

Firefly Neuroscience, AIFF, Insider Selling, Form 4, Beneficial Ownership, Windsor Private Capital, Rule 10b5-1, Director Sales