Chief Accounting Officer Roehrig Thomas returned $631,450 worth of shares to the company (173,000 units at $3.65), closing all direct ownership in the company (SEC Form 4)
$QIPT
Misc Health and Biotechnology Services
Health Care
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | ||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Quipt Home Medical Corp. [ QIPT ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/16/2026 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Shares | 03/16/2026(1) | D | 173,000(2) | D | $3.65 | 0 | D | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Stock Options (Right to Buy) | $2.45 | 03/16/2026 | D | 50,000 | (3) | (3) | Common Shares | 75,000 | (3) | 0 | D | ||||
| Stock Options (Right to Buy) | $6.27 | 03/16/2026 | D | 50,000 | (3) | (3) | Common Shares | 75,000 | (3) | 0 | D | ||||
| Stock Options (Right to Buy) | $6.14 | 03/16/2026 | D | 30,000 | (3) | (3) | Common Shares | 75,000 | (3) | 0 | D | ||||
| Explanation of Responses: |
| 1. On March 16, 2026, 1567208 B.C. LTD, a company existing under the laws of British Columbia ("B.C. Purchaser"), and REM Aggregator, LLC, a Delaware limited liability company (individually, "REM Aggregator", and collectively with B.C. Purchaser ("Purchaser" or "Purchasers") acquired all of the issued and outstanding common shares (the "Shares") of Issuer under a plan of arrangement (the "Arrangement Agreement") pursuant to the Business Corporations Act (British Columbia) (the "BCBCA"). At the Effective Time (the "Effective Time") of the Arrangement Agreement each Share, other than any Shares held by shareholders who properly exercised dissent rights under the BCBCA ("Dissenting Shareholders"), were deemed to be transferred to Purchaser in consideration for the right to receive a cash payment from the Purchaser in the amount equal to US$3.65, without interest. |
| 2. The Shares include restricted share units ("RSUs"), which RSUs outstanding immediately prior to the Effective Time (whether vested or unvested) were, without any further action by or on behalf of the holder of any such RSU, be deemed to be transferred by such holder to Issuer in consideration for the right to receive a cash payment from Issuer in the amount equal to US$3.65, less any amounts Issuer is required to withhold for taxes, without interest. Each RSU is the economic equivalent of one Share. |
| 3. Pursuant to the terms of the Arrangement Agreement, immediately following the Effective Time, each option exercisable to acquire one or more Shares from the Issuer (an "Option"), outstanding immediately prior to the Effective Time (whether vested or unvested) were deemed to be unconditionally vested and exercisable and will, without any further action by or on behalf of a holder of the Option, deemed to be surrendered and transferred by such holder to the Issuer in consideration for the right to receive a cash payment from the Issuer in an amount equal to the excess, if any, of US$3.65 over the exercise price of such option, less any amounts the Issuer is required to withhold for taxes, without interest. Any option for which the exercise price is equal to or greater than US$3.65 will be cancelled for no consideration. |
| /s/ Thomas Roehrig | 03/16/2026 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||