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SCHEDULE Filed 2026-01-02 Event 2025-12-31 SEC 0001213900-26-000521 →

FRANKLIN MARTIN E TIC Solutions, Inc. TICAW

Stake: 7.00% Shares: 15,450,323 CUSIP: 00510N102 Class: Common Stock, par value $0.0001 per share

Item 4 — Purpose of Transaction

Item 4 is hereby amended by the addition of the following: On December 31, 2025, the Issuer declared, and on January 2, 2026, Mariposa Acquisition IX, LLC ("Mariposa") was issued, 668,347 shares of Common Stock by the Issuer (the "2025 Dividend Shares") as a dividend on the Issuer's Series A Preferred Stock. Effective as of January 2, 2026, Mariposa distributed (i) the 2025 Dividend Shares to its members pursuant to its governing documents and (ii) shares of Common Stock previously held by Mariposa (the distribution of the Common Stock, together with the distribution of the 2025 Dividend Shares, the "2026 Distribution"), including 4,851,977 shares of Common Stock to the Martin E. Franklin Revocable Trust (of which Sir Martin E. Franklin ("Sir Martin") is the sole settlor, trustee, and beneficiary), 1,952,745 shares of Common Stock to MEF Holdings, LLLP, the general partner of which is wholly-owned by the Martin E. Franklin Revocable Trust, 5,410,813 shares of Common Stock to Brimstone Investments, LLC of which Sir Martin is the manager and is wholly-owned by a trust of which Sir Martin is a beneficiary, 1,117,394 shares of Common Stock to MEF Family Trust, of which a family member of Sir Martin is the trustee, and 1,117,394 shares of Common Stock to RAEF Family Trust, of which Robert A.E. Franklin, the Executive Chairman and a director of the Issuer and the son of Sir Martin, is the trustee. In connection with the 2026 Distribution, Sir Martin entered into an Irrevocable Proxy Agreement on January 2, 2026 (the "Proxy Agreement") with each of MEF Family Trust and RAEF Family Trust pursuant to which each of them granted Sir Martin an irrevocable proxy to vote, for so long as Sir Martin serves as a director on the Issuer's Board of Directors (the "Proxy Term"), all shares of Common Stock beneficially owned, directly or indirectly, by each of them (i) as of the date of the Proxy Agreement and (ii) that may be acquired after the date of the Proxy Agreement (in each case, to the extent that each of them has the power to vote or direct the vote of such shares of Common Stock). Sir Martin has no pecuniary interest in the shares of Common Stock held by MEF Family Trust or RAEF Family Trust as a result of the Proxy Agreement. Except as set forth herein, neither MEF Family Trust nor RAEF Family Trust has beneficial ownership or a pecuniary interest in the shares of Common Stock held by the Reporting Persons. The foregoing description of the Proxy Agreement is qualified in its entirety by reference to the Proxy Agreement, which is filed as Exhibit E to the Statement and is incorporated herein by reference.

Cross-References

Insider Activity (last 365d)
46 transactions
30 buys · 3 sales · 4 awards/exercises
Issuer Cluster
1 13D/G filings on this issuer
0 other filings besides this one
Filer Track Record
16 filings by this filer
15 other filings in the data moat
Short Interest · settle 2026-04-15
DTC 1.00
2,500 shares short · +100.0% vs prior

Institutional Consensus · 2026-03-31

Held by elite portfolio managers
2 holders · $248.73M
Point72 Asset MgmtViking Global

Form 4 Insider Transactions · last 365d

DateInsiderRoleTypeSharesPriceValue
2026-05-08 Heraud Benjamin director, officer Award 1,060
2026-05-08 O'Brien Mary Jo officer Award 1,060
2026-03-31 PIZZEY TALMAN director Option exercise 73,333
2026-03-31 PIZZEY TALMAN director F 40,188 $6.58 $264K
2026-03-31 PIZZEY TALMAN director F 40,187 $6.58 $264K
2026-03-31 PIZZEY TALMAN director Option exercise 73,333
2026-03-31 PIZZEY TALMAN director Disposition 73,334
2026-03-16 Heraud Benjamin officer Award 49,301
2026-03-16 O'Brien Mary Jo officer Award 20,045
2026-03-16 SCHULTES KRISTIN B officer Award 44,408
2026-03-16 O'Brien Mary Jo officer Award 12,336
2026-03-16 Heraud Benjamin officer Award 76,755
2026-03-16 Heraud Benjamin officer Award 153,508
2026-03-16 O'Brien Mary Jo officer Award 24,671
2026-03-16 SCHULTES KRISTIN B officer Award 52,632
2026-03-16 SCHULTES KRISTIN B officer Award 105,263
2026-03-16 Heraud Benjamin officer Disposition 35,714
2026-01-02 FRANKLIN MARTIN E director J 19,545,847
2026-01-02 FRANKLIN MARTIN E director J 1,952,745
2026-01-02 FRANKLIN MARTIN E director J 5,410,813
2026-01-02 FRANKLIN MARTIN E director J 4,851,977
2026-01-02 Franklin Robert A.E. director J 1,117,394
2026-01-02 LILLIE JAMES E director J 1,806,291
2025-12-31 LILLIE JAMES E director Award 60,122
2025-12-31 Franklin Robert A.E. director Award 120,244
Showing 25 of 46

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