SCHEDULE 13D/A: Galkins to Divest Innovative Eyewear Stake

Vladimir and Angelica Galkin plan to sell their remaining 12.1% stake in Innovative Eyewear Inc. over the next six months, citing unattractive business prospects.

Summary

• Reporting Persons Vladimir and Angelica Galkin beneficially own 647,505 shares, representing approximately 12.1% of Innovative Eyewear Inc.'s common stock.
• This ownership percentage is based on 5,350,183 shares outstanding as of November 6, 2025.
• The Galkins have sold approximately 2.8% of the Issuer's outstanding common stock through open market transactions since their previous filing on December 29, 2025.
• They intend to divest their remaining shares in open market transactions over the next six months.
• The decision stems from their belief that Innovative Eyewear Inc. no longer represents an attractive investment due to its business prospects and strategy.
• This marks a change in their investment purpose from the initial investment.
• The Reporting Persons do not expect to have further communications with the company's board, management, or other shareholders regarding operational, strategic, financial, or governance matters.

Sentiment

Score: 2

Explanation: A major shareholder is liquidating their entire position due to a loss of confidence in the company's future prospects and strategy, indicating a strong negative sentiment.

Negatives

• Reporting Persons no longer believe Innovative Eyewear Inc. is an attractive investment based on its business prospects and strategy.
• Intention to divest all remaining 647,505 shares (12.1% stake) over the next six months.
• Sold approximately 2.8% of outstanding stock since December 29, 2025, indicating active reduction of their position.
• Significant sales activity in December 2025 and early January 2026, with reported prices declining from $1.46 to $0.97 per share.

Risks

• Loss of a significant shareholder (Vladimir and Angelica Galkin) who intends to fully divest their 12.1% stake.
• Potential for continued downward pressure on share price due to planned open market sales by the Reporting Persons.
• Reporting Persons' stated belief that the Issuer's business prospects and strategy are no longer attractive, which could signal underlying company issues.

Future Outlook

The Reporting Persons intend to divest their remaining shares over the next six months, indicating a negative outlook on the company's future prospects and strategy. They do not anticipate further engagement with the company's management or board.

Management Comments

• "The Reporting Persons no longer believe that the Issuer represents an attractive investment based on the Issuer's business prospects and strategy."
• "intend to divest of their remaining shares of Common Stock in open market transactions over the next six (6) months."
• "The Reporting Persons do not expect to have further communications with the board of directors of the Issuer, members of management and/or other shareholders with respect to operational, strategic, financial or governance matters."
• "This represents a change in purpose from the initial investment."

Industry Context

This filing primarily reflects a significant shareholder's decision to divest their stake due to a loss of confidence in the company's specific business prospects and strategy. While not directly detailing broader industry trends, such a move by a major investor can signal potential challenges within the company's market niche or its competitive positioning.

Stakeholder Impact

• Shareholders: Potential for increased selling pressure and downward impact on share price as the Galkins divest their 12.1% stake. Loss of confidence from a significant investor could deter other potential investors.
• Management/Board: The Reporting Persons explicitly state they do not expect further communications, indicating a lack of engagement or support from this significant shareholder.

Next Steps

• Vladimir and Angelica Galkin intend to divest their remaining 647,505 shares of Common Stock in open market transactions over the next six months.

Key Dates

Recommendation

A significant shareholder, Vladimir and Angelica Galkin, is actively divesting their entire 12.1% stake in Innovative Eyewear Inc. due to a stated lack of confidence in the company's business prospects and strategy. This signals a strong negative outlook from a well-informed party and is likely to exert downward pressure on the stock price as they liquidate their holdings over the next six months. The declining sale prices observed in Schedule A further support a negative sentiment, making a 'sell' recommendation appropriate for investors.

Keywords

Innovative Eyewear, stock sale, insider selling, Schedule 13D, beneficial ownership, divestment, investment strategy, shareholder activity