4Filed Aug 4, 8:00 PM ET
Change Agents Director Michael Mathews Converts Preferred, Sells 93.42
$CHGA · Change Agents Corporation.Research Summary
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Change Agents Director Michael Mathews Converts Preferred, Sells 93.42
What Happened
Michael Mathews, a director of Change Agents Corporation (CHGA), converted Series E Non‑Voting Convertible Preferred Stock into 62,280 common shares (reported as a conversion of a derivative security). He also disposed of 93.42 preferred shares to the issuer at $1,000 per share, receiving $93,420. The conversion is reported as an acquisition by conversion (no cash paid); the disposition was to the issuer (not an open‑market sale).
Key Details
- Transaction date: 2026-08-05 (both conversion and disposition)
- Conversion: 62,280 common shares acquired via conversion (price: N/A)
- Disposition: 93.42 preferred shares disposed to issuer at $1,000.00 each; total proceeds $93,420 (reported as a derivative transaction)
- Conversion ratio (per filing footnote): Each Series E preferred share converts into Original Per Share Price ($1,000) ÷ $1.50 = 666.666... common shares, which explains 93.42 preferred → 62,280 common shares. (See footnotes F1–F3.)
- Conversion available as of May 12, 2026 (F2); the preferred is perpetual (F3).
- Shares owned after the transaction: not disclosed in the Form 4 filing.
- Filing timeliness: Reported on 2026-08-05 for transactions on 2026-08-05 (no late filing indicated).
Context
- This was a conversion of preferred stock into common shares plus a disposition back to the issuer, not a routine open‑market sale; conversions are non‑cash events that change share class composition.
- Footnotes clarify the conversion math and timing; no speculation about motives is made—conversions can be for restructuring, liquidity, or contractual reasons.