| 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
RenX Enterprises Corp. [ RENX ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 06/11/2026 | ||||||||||||||||||||||||||
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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 | ||||||
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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 | ||||||||
| Series C Convertible Preferred Stock | $2.895(1) | 06/11/2026 | A(2) | 7,169 | 06/11/2026(3) | (4) | Common Stock | 2,476,338(1) | (2) | 7,169(1) | I | By Index Equity US LLC(5) | |||
| Warrant | $2.895 | 06/11/2026 | A(2) | 619,084 | 06/11/2026(3) | 06/11/2031 | Common Stock | 619,084 | (2) | 619,084 | I | By Index Equity US LLC(5) | |||
| Explanation of Responses: |
| 1. The shares of Series C Convertible Preferred Stock ("Series C Preferred Stock") held by the Reporting Person are initially convertible into an aggregate of 2,476,338.51 shares of the Issuer's common stock at a price of $2.895 per share; provided, however, that the conversion price is subject to adjustment in certain circumstances, to a price not to fall below $1.50 per share, including in the event the Issuer sells or issues securities at a price that is less than $2.895 per share while the shares of Series C Preferred Stock are outstanding, which may result in the issuance of additional shares of common stock upon conversion of the shares of Series C Preferred Stock. |
| 2. On June 11, 2026, the Issuer and Index Equity US LLC ("Index Equity"), an entity controlled by the Reporting Person, entered into an exchange agreement, pursuant to which $7,169,072.79 of principal and accrued interest outstanding owed under a promissory note held by Index Equity was exchanged for 7,169 shares of Series C Preferred Stock and a common stock purchase warrant to purchase up to 619,084 shares of the Issuer's common stock. The exchange agreement and the exchange of the promissory note for the shares of Series C Preferred Stock and the warrant were approved in advance by the Issuer's board of directors. |
| 3. The shares of Series C Preferred Stock are convertible into shares of common stock and the Warrants are exercisable for shares of common stock at any time at the election of the holder; provided, however, that, to the extent required by the rules and regulations of the Nasdaq Stock Market, LLC, no shares of Series C Preferred Stock shall be convertible into shares of common stock and no Warrants shall be exercisable for shares of common stock unless and until stockholder approval of such conversions and exercises, respectively, is obtained. |
| 4. The shares of Series C Preferred Stock do not expire. |
| 5. The Reporting Person is the manager of Index Equity. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. |
| /s/ Nicolai Brune, Attorney-In-Fact | 06/15/2026 | |
| ** 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. | ||