Gatekeeper CEO Dyment sells four million shares

Executive Summary

• Gatekeeper Systems Inc. CEO Douglas Dyment sold 4 million common shares at $1.60 per share for approximately $6.4 million to satisfy marital separation and personal debt obligations.
• The transaction was facilitated by underwriters Canaccord Genuity Corp. and Raymond James Ltd., who also managed the company's recent $11.5 million bought deal financing.
• Following the sale, Mr. Dyment’s beneficial ownership dropped to approximately 4.0% of issued and outstanding common shares on an undiluted basis, down from 7.85% prior to the transaction.

Key Details

• Transaction Date: September 3, 2025.
• Seller: Douglas Dyment (President, CEO, and Director).
• Shares Sold: 4,000,000 common shares.
• Price Per Share: $1.60.
• Total Consideration: Approximately $6.4 million.
• Purpose of Sale: To satisfy obligations under a marital separation settlement agreement and personal debt.
• Facilitators: Canaccord Genuity Corp. and Raymond James Ltd.
• Pre-Transaction Holdings: 8,158,000 common shares and options exercisable for 2,000,000 common shares (representing ~7.85% undiluted / ~9.78% partially diluted).
• Post-Transaction Holdings: 4,158,000 common shares and options exercisable for 2,000,000 common shares (representing ~4.0% undiluted / ~5.8% partially diluted).
• Historical Context: Last early warning report filed May 5, 2020, showing beneficial ownership of 9,830,792 shares and 2.5 million options (~11.07% undiluted).
• Marital Separation: On May 8, 2025, 1,672,792 common shares were registered as separate property pursuant to a marital separation agreement.
• Company Profile: Gatekeeper Systems Inc. provides video and data solutions for public transportation and school districts, utilizing AI-assisted video analytics and a platform-as-a-service model.