Theodore Ralston - 31 Dec 2025 Form 5 Insider Report for CitroTech Inc. (CITR)

Role
Other*, 10%+ Owner
Signature
/s/ Theodore Ralston
Issuer symbol
CITR
Transactions as of
31 Dec 2025
Net transactions value
-$158,356
Form type
5
Filing time
17 Feb 2026, 21:57:18 UTC
Previous filing
23 Sep 2025
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Ralston Theodore Other*, 10%+ Owner 2200 ALLENTOWN ROAD, LIMA /s/ Theodore Ralston 17 Feb 2026 0001011076

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CITR Common Stock, par value $0.0001 Sale $271 -33 -0.01% $8.22 432,327 10 Mar 2025 By Spouse F1, F2, F3
transaction CITR Common Stock, par value $0.0001 Sale $159 -17 -0% $9.36 432,310 10 Mar 2025 By Spouse F1, F2, F3
transaction CITR Common Stock, par value $0.0001 Purchase $283 +33 +0.01% $8.58 432,343 10 Mar 2025 By Spouse F1, F2, F3
transaction CITR Common Stock, par value $0.0001 Sale $435 -50 -0.01% $8.70 432,293 11 Mar 2025 By Spouse F1, F2, F3
transaction CITR Common Stock, par value $0.0001 Purchase $150 +17 +0% $8.82 432,310 11 Mar 2025 By Spouse F1, F2, F3
transaction CITR Common Stock, par value $0.0001 Purchase $145 +17 +0% $8.52 432,327 11 Mar 2025 By Spouse F1, F2, F3
transaction CITR Common Stock, par value $0.0001 Purchase $144 +17 +0% $8.46 432,344 11 Mar 2025 By Spouse F1, F2, F3
transaction CITR Common Stock, par value $0.0001 Sale $55,202 -7,667 -1.8% $7.20 424,677 12 Mar 2025 By Spouse F1, F2, F3
transaction CITR Common Stock, par value $0.0001 Sale $13,110 -1,748 -0.41% $7.50 422,929 12 Mar 2025 By Spouse F1, F2, F3
transaction CITR Common Stock, par value $0.0001 Sale $12,502 -1,667 -0.39% $7.50 421,262 12 Mar 2025 By Spouse F1, F2, F3
transaction CITR Common Stock, par value $0.0001 Sale $11,808 -1,600 -0.38% $7.38 419,662 12 Mar 2025 By Spouse F1, F2, F3
transaction CITR Common Stock, par value $0.0001 Sale $10,710 -1,500 -0.36% $7.14 418,162 12 Mar 2025 By Spouse F1, F2, F3
transaction CITR Common Stock, par value $0.0001 Sale $9,000 -1,250 -0.3% $7.20 416,912 12 Mar 2025 By Spouse F1, F2, F3
transaction CITR Common Stock, par value $0.0001 Sale $6,300 -875 -0.21% $7.20 416,037 12 Mar 2025 By Spouse F1, F2, F3
transaction CITR Common Stock, par value $0.0001 Sale $6,198 -833 -0.2% $7.44 415,204 12 Mar 2025 By Spouse F1, F2, F3
transaction CITR Common Stock, par value $0.0001 Sale $5,998 -833 -0.2% $7.20 414,371 12 Mar 2025 By Spouse F1, F2, F3
transaction CITR Common Stock, par value $0.0001 Sale $5,998 -833 -0.2% $7.20 413,538 12 Mar 2025 By Spouse F1, F2, F3
transaction CITR Common Stock, par value $0.0001 Sale $4,198 -583 -0.14% $7.20 412,955 12 Mar 2025 By Spouse F1, F2, F3
transaction CITR Common Stock, par value $0.0001 Sale $3,810 -500 -0.12% $7.62 412,455 12 Mar 2025 By Spouse F1, F2, F3
transaction CITR Common Stock, par value $0.0001 Sale $3,810 -500 -0.12% $7.62 411,955 12 Mar 2025 By Spouse F1, F2, F3
transaction CITR Common Stock, par value $0.0001 Sale $3,720 -500 -0.12% $7.44 411,455 12 Mar 2025 By Spouse F1, F2, F3
transaction CITR Common Stock, par value $0.0001 Sale $3,298 -458 -0.11% $7.20 410,997 12 Mar 2025 By Spouse F1, F2, F3
transaction CITR Common Stock, par value $0.0001 Sale $2,757 -333 -0.08% $8.28 410,664 12 Mar 2025 By Spouse F1, F2, F3
transaction CITR Common Stock, par value $0.0001 Sale $2,102 -292 -0.07% $7.20 410,372 12 Mar 2025 By Spouse F1, F2, F3
transaction CITR Common Stock, par value $0.0001 Sale $498 -67 -0.02% $7.44 410,305 12 Mar 2025 By Spouse F1, F2, F3
transaction CITR Common Stock, par value $0.0001 Sale $305 -42 -0.01% $7.26 410,263 12 Mar 2025 By Spouse F1, F2, F3
transaction CITR Common Stock, par value $0.0001 Sale $307 -42 -0.01% $7.32 410,221 12 Mar 2025 By Spouse F1, F2, F3
transaction CITR Common Stock, par value $0.0001 Sale $130 -17 -0% $7.62 410,204 12 Mar 2025 By Spouse F1, F2, F3
transaction CITR Common Stock, par value $0.0001 Purchase $3,549 +497 +0.12% $7.14 410,701 12 Mar 2025 By Spouse F1, F2, F3
transaction CITR Series A Preferred Stock, par value $0.0001 Other $0 +1,666,667 $0.000000 1,666,667 10 Mar 2025 By virtue of sole member of TC Special Investments LLC F1, F2, F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Reflects the amount of securities beneficially owned following the reported transaction.
F2 All amounts and prices in this Form 5 have been adjusted to reflect the 1-for-6 reverse stock split of the issuer's Series A Preferred Stock and Common Stock which was effective on August 28, 2025.
F3 These shares were held by the reporting person's spouse, Janis Ralston.
F4 These shares are held by TC Special Investments LLC, of which the reporting person is the sole member, and the reporting person has voting and dispositive control over these shares.
F5 TC Special Investments LLC acquired 1,666,667 shares of Series A Preferred Stock in a private transaction transfer for which no consideration was paid. The Series A Preferred Stock is not convertible. Each share of the Series A Preferred Stock is entitled to vote 1,000 votes per share.

Remarks:

As of December 31, 2025, the reporting person held (i) directly 171,256 shares of the issuer's common stock, (ii) indirectly through his spouse 390,553 shares of the issuer's common stock, (iii) indirectly through TC Special Investments LLC 2,279,328 shares of the issuer's common stock, (iv) indirectly through TC Special Investments LLC 1,364,141 shares of the issuer's Series A Preferred Stock, which is not convertible, (v) directly 22,224 of the issuer's common stock warrants, which are exercisable into 22,224 shares of the issuer's common stock, and (vi) directly 13,334 of the issuer's Series C Convertible Preferred Stock, which is convertible into 44,447 shares of the issuer's common stock. The reporting person was appointed as the Chairman of the Board, President and Chief Executive Officer of the Issuer on April 1, 2025, and resigned from his positions as the President and Chief Executive Officer of the Issuer on October 1, 2025. The reporting person continues to serve as the Chairman of the Board of the Issuer at this time. This Form 5 reports a portion of the reportable transactions for the reporting person for the year ended December 31, 2025. Additional Form 5 filings reporting the remaining transactions for such period have been or will be filed. On February 11, 2026, the reporting person voluntarily disgorged to the issuer $96,257.00 in realized short-swing profits under Section 16(b) of the Securities Exchange Act of 1934, as amended.