SEC Form 3 filed by new insider Ben-Tzvi Avraham
$BTTC
Biotechnology: Biological Products (No Diagnostic Substances)
Health Care
| FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person*
(Street)
(Country) | 2. Date of Event Requiring Statement
(Month/Day/Year) 10/01/2025 | 3. Issuer Name and Ticker or Trading Symbol
Black Titan Corp [ BTTC ] | |||||||||||||||
| 3a. Foreign Trading Symbol
| 5. If Amendment, Date of Original Filed
(Month/Day/Year) | ||||||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
| 6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Ordinary Shares $0.001 par Value(1) | 3,313 | D | |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
|---|---|---|---|---|---|---|---|
| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Options to purchase Ordinary Shares | 10/01/2025 | (2) | See Footnote(2) | 1,250 | (2) | D | |
| Options to purchase Ordinary Shares | 10/01/2025 | (3) | See Footnote(3) | 5,000 | (3) | D | |
| Explanation of Responses: |
| 1. These shares were issued by Titan Pharmaceutical Inc.'s ("Titan"), and each share was exchanged for one share of Black Titan Corporation ("Black Titan") in connection with the business combination which closed on October 1, 2025 (the "Merger"). |
| 2. Options issued pursuant to Titan's 2015 Omnibus Equity Incentive Plan with an exercise price equal to the closing price of Titan's common stock on August 15, 2022. These options were assumed by Black Titan in the Merger and exchanged for 1 Black Titan option for each Titan option. |
| 3. Options issued pursuant to Titan's 2015 Omnibus Equity Incentive Plan with an exercise price equal to the closing price of Titan's common stock on September 15, 2022. These options were assumed by Black Titan in the Merger and exchanged for 1 Black Titan option for each Titan option. |
| /s/ Avraham Ben-Tzvi | 03/18/2026 | |
| ** 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 5 (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. | ||
| * Form 3: SEC 1473 (03-26) | ||