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Form 4 filing for Kellanova (K): On 07/21/2025 the W.K. Kellogg Foundation Trust, a 10 % beneficial owner, sold 114,583 common shares at $79.92. Post-sale holding is 45,670,369 shares, so the divestiture reduces its stake by roughly 0.25 %. The sales were executed under a pre-arranged Rule 10b5-1 plan adopted 05/07/2024. No derivative securities were involved and no other insiders transacted.

The filing provides no earnings data or strategic commentary; it simply discloses a routine, plan-based share sale by the Trust鈥檚 corporate trustees.

Bank of Nova Scotia (BNS) is offering 1,914,170 units of senior unsecured Autocallable Strategic Accelerated Redemption Securities linked to the S&P 500 Index (SPX). Each unit has a $10 face value, generating a total issue size of $19.14 million. The notes price on 10 July 2025, settle on 17 July 2025 and mature on 28 July 2028, unless automatically called earlier.

Key structural features:

• Automatic call observation dates: approx. 1, 2 and 3 years after pricing (17 Jul 2026, 23 Jul 2027, 21 Jul 2028).
• Starting / Threshold / Call Level: 6,280.46 (100% of initial SPX level).
• Call payouts (per $10 unit): $10.887 (8.87%) year 1, $11.774 (17.74%) year 2, $12.661 (26.61%) year 3.
• Downside risk: if not called and SPX closes below the Threshold on final date, investor incurs a 1-for-1 loss; entire principal is at risk.
• No coupons; return limited to the call premium, regardless of index appreciation beyond the cap.
• Unsecured & unsubordinated; payments subject to BNS credit risk.

Economics & fees:

• Public offer price: $10.00; underwriting discount $0.20; hedging-related charge $0.05.
• Initial estimated value: $9.67, 鈮�3.3% below offer price, reflecting internal funding spread and structuring costs.
• Proceeds to BNS (before expenses): $18.76 million.
• Limited secondary liquidity; no exchange listing; dealers may repurchase at negotiated prices only.

Risk highlights (TS-7):

• No principal protection; 100% downside exposure if SPX ends below start level and note not called.
• Performance may trail a direct investment in SPX due to capped return and lack of dividends.
• Valuation sensitive to BNS credit spreads, market volatility and dealer hedging; trading market not expected to develop.
• Complex U.S./Canadian tax treatment; Section 871(m) withholding risk, CRA policy changes and FATCA reporting may apply.

Strategic view: the structure converts equity market exposure into a capped, path-dependent payoff that may suit investors who expect the S&P 500 to remain flat-to-moderately positive over the next three years and are comfortable with full principal risk and limited liquidity. For BNS, the issuance provides sub-benchmark funding versus comparable fixed-rate debt, but given its modest size it is not material to capital or earnings.

SEC Form 4 filing: On 07/07/2025, the W.K. Kellogg Foundation Trust, a designated 10 % beneficial owner of Kellanova (ticker: K), disclosed the sale of 114,583 shares of Kellanova common stock at an average price of $79.6789 per share.

Following the disposition, the Trust continues to hold 45,899,535 shares, indicating the transaction reduced its position by roughly 0.25 %. The filing states that these trades were executed under pre-arranged Rule 10b5-1(c) instructions established on 05/07/2024, which limits the possibility of opportunistic trading based on material non-public information.

• The Trust remains one of Kellanova鈥檚 largest shareholders, preserving substantial alignment with other investors.
• No derivative securities were reported, and there were no new option grants or exercises.
• No other insiders or trustees disclosed concurrent transactions in this filing.

Investment take-away: The sale is relatively small versus the Trust鈥檚 overall stake, but continues a pattern of periodic share disposals. Because it was executed within a 10b5-1 plan, the signal is generally neutral to mildly negative rather than an overt bearish indicator. Investors may nonetheless monitor future filings to determine if selling volume accelerates.

Form 144 filing for Kellanova (NYSE: K) discloses that the W.K. Kellogg Foundation Trust intends to sell 458,332 common shares through BofA Securities on or about 7 July 2025. At the stated aggregate market value of $36.52 million, the implied price is roughly $79.66 per share. Kellanova reports 346.94 million shares outstanding, so the planned sale equals only 0.13 % of shares outstanding.

The Trust has been an active seller: the filing lists 12 separate sales during the past three months, each of 114,583 shares, totalling 1,374,996 shares for 鈮�$112.06 million in gross proceeds. Adding the proposed sale raises the Trust鈥檚 disclosed 4-month liquidation to roughly 1.83 million shares, or 0.53 % of current float.

Because the Trust is a long-time, non-management holder, the disposition appears to be part of an ongoing diversification/liquidity strategy rather than a management-driven signal. Nevertheless, sustained insider-related supply can create a share-price overhang, especially if market volumes are thin. Investors should monitor:

• Whether additional Form 144 notices follow, indicating continued systematic selling.
• The execution price relative to market; a large block at a discount could pressure near-term trading.
• Any concurrent disclosures that might alter the fundamental outlook (earnings, guidance, buybacks).

The filing contains no new operational or financial information about Kellanova and does not alter its publicly reported fundamentals, but it does provide insight into near-term share-supply dynamics.

Form 4 filing overview: Director Dawn E. Hudson reported the receipt of 1,799 shares of NVIDIA common stock on 06/26/2025. The shares are in the form of restricted stock units (RSUs) that were granted at no cash cost as part of the company鈥檚 annual equity award for board service. According to the accompanying footnote, the RSUs will vest 50% on 11/19/2025 and 50% on 05/20/2026; all units vest immediately if the director鈥檚 service ends due to death.

Following the grant, Hudson鈥檚 directly held position rises to 458,887 shares. There were no disposals or sales reported in this filing, and no derivative securities were listed. The transaction was coded 鈥淎鈥� (acquisition) and carries a price of $0, confirming it is purely a compensatory award rather than an open-market purchase.

Given NVIDIA鈥檚 market capitalization, the incremental 1,799 shares represent an immaterial addition from a corporate-level perspective but continue to align the director鈥檚 incentives with shareholder value. No other directors or insiders were included in this filing, and no amendments to prior reports were noted.

Kellanova (NYSE:K) filed a Form 8-K on June 26, 2025, disclosing that the U.S. Federal Trade Commission has completed its antitrust review of Mars鈥� pending acquisition of the company.

FTC clearance removes the principal U.S. regulatory obstacle and materially increases the likelihood of closing, though the deal still requires customary conditions and any remaining foreign approvals.

• Disclosure furnished under Item 7.01; no financial statements included.
• Exhibit 99.1 is the joint Kellanova鈥揗ars press release, deemed 鈥渇urnished,鈥� not 鈥渇iled.鈥�
• Common stock (K) and senior notes (K29, K34) continue to trade on NYSE.

Kellanova (NYSE:K) announced that the European Commission has initiated a Phase II investigation into its pending merger with Mars, Incorporated. The merger agreement, originally announced on August 13, 2024, would result in Kellanova becoming a wholly-owned subsidiary of Acquiror 10VB8, LLC. Due to this regulatory review, the merger completion is now expected towards the end of 2025. Despite the extended timeline, both Kellanova and Mars remain optimistic about obtaining European Commission antitrust approval. The transaction remains subject to customary closing conditions and required regulatory approvals.