Steven Denbaars - 29 Sep 2025 Form 4 Insider Report for Palomino Laboratories Inc.

Role: Director
Signature: /s/ Steven Denbaars
Transactions as of: 29 Sep 2025
Transactions value $: $150,000
Form type: 4
Filing time: 09 Oct 2025, 16:21:04 UTC
Previous filing: 12 Sep 2025
SEC: View on sec.gov

Reporting Owners (1)

Name	Relationship	Address	Signature	Signature date	CIK
Denbaars Steven	Director	313 BRYANT COURT, PALO ALTO,	/s/ Steven Denbaars	09 Oct 2025	0001700533

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction		Common Stock	Other		+1.63M	+1300%		1.75M	29 Sep 2025	Direct	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction		Warrants	Sale	$150K	+125K		$1.20	125K	29 Sep 2025	Common Stock	125K	$1.50	Direct	F1

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Per the terms of an Agreement and Plan of Merger, dated September 29, 2025, Palomino Acquisition Co., a subsidiary of Issuer, merged into Rhino Subsidiary Inc. (f/k/a Palomino Laboratories Inc., "Pre-Merger Palomino"). Mr. DenBaars, as a shareholder of Pre-Merger Palomino, received 1,500,000 shares of common stock, par value $0.0001 per share, of Issuer ("Common Stock") in exchange for his Pre-Merger Palomino shares. On September 29, 2025, Issuer closed a private placement offering and, during which, Mr. DenBaars converted his SAFEs into 125,000 Units at a price of $1.20 per Unit. Each Unit consists of one share of the Common Stock and one warrant to purchase one share of Common Stock at an exercise price of $1.50. The warrants expire on the first anniversary of the date the Common Stock is admitted for trading or listed on an Approved Market (as defined in warrant agreement).

Content

Per the terms of an Agreement and Plan of Merger, dated September 29, 2025, Palomino Acquisition Co., a subsidiary of Issuer, merged into Rhino Subsidiary Inc. (f/k/a Palomino Laboratories Inc., "Pre-Merger Palomino"). Mr. DenBaars, as a shareholder of Pre-Merger Palomino, received 1,500,000 shares of common stock, par value $0.0001 per share, of Issuer ("Common Stock") in exchange for his Pre-Merger Palomino shares. On September 29, 2025, Issuer closed a private placement offering and, during which, Mr. DenBaars converted his SAFEs into 125,000 Units at a price of $1.20 per Unit. Each Unit consists of one share of the Common Stock and one warrant to purchase one share of Common Stock at an exercise price of $1.50. The warrants expire on the first anniversary of the date the Common Stock is admitted for trading or listed on an Approved Market (as defined in warrant agreement).