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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
Composite Decision Signal · PASS (LOW BASE-RATE EDGE) Conviction Score: 32/100 · Filer 90d Win Rate: 50% · Hist. 90d Edge: +2.8%
  • Filer track record (5 filings): 50% 90d win rate, +3.0% 90d edge
  • Held by 2 tracked 13F institutional managers
  • 9 NPORT-P mutual funds holding CUSIP
  • Elevated short days-to-cover (1000.0 DTC)

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)
30 transactions
14 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 2026-10-15
DTC 999.99
2,003 shares short · 0.0% vs prior

Institutional Consensus · 2026-06-30

Held by elite portfolio managers
2 holders · $302.82M
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 30

Other Filings by FRANKLIN MARTIN E

FiledFormIssuerStakeShares
2026-01-09 SCHEDULE APi Group Corp APG 12.70% 55,536,501 view →
2026-01-02 SCHEDULE APi Group Corp APG 12.90% 56,470,049 view →
2025-01-03 SCHEDULE Nomad Foods Ltd NOMD 6.50% 10,375,963 view →
2025-01-03 SCHEDULE APi Group Corp APG 11.10% 31,204,803 view →
2024-01-03 SC APi Group Corp APG — — view →
2023-06-21 SC Whole Earth Brands, Inc. — — view →
2022-01-05 SC APi Group Corp APG — — view →
2021-09-20 SC APi Group Corp APG — — view →
2021-01-06 SC Nomad Foods Ltd NOMD — — view →
2021-01-05 SC APi Group Corp APG — — view →
2020-07-01 SC Element Solutions Inc ESI — — view →
2020-01-06 SC Nomad Foods Ltd NOMD — — view →
2019-11-08 SC Element Solutions Inc ESI — — view →
2019-01-07 SC Nomad Foods Ltd NOMD — — view →
2018-05-03 SC Platform Specialty Products Corp ESI — — view →

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