BOGGS PAULA 4

What Happened
Paula Boggs, a director of Banzai International, Inc. (BNZI), was granted 55,047 restricted stock units (RSUs) on February 6, 2026. The award was recorded at $0.00 per share (no cash paid). Each RSU is a contingent right to receive one share of the company's common stock upon vesting.

Key Details

• Transaction date: 2026-02-06; Form 4 filed: 2026-02-12 (filed after the typical 2-business-day window).
• Transaction type/code: Award/Grant (A); 55,047 RSUs granted at $0.00.
• Vesting: These RSUs were approved by the Board on Jan 15, 2026 and will vest on Jan 15, 2027, subject to continued Board service (reporting person was notified on Feb 6, 2026).
• Shares owned after transaction: Not specified in the provided filing.
• Footnotes: F1—each RSU converts to one common share upon vesting; F2—grant approved Jan 15, 2026, vests Jan 15, 2027, contingent on continued service.

Context
RSU grants are a common form of equity compensation intended to align directors with shareholder interests; they are not an open‑market purchase or sale. Because these are unvested RSUs, they do not immediately increase the insider’s tradable share ownership until vesting conditions are met. The filing appears to have been submitted later than the standard reporting window, which is noteworthy for timeliness but does not by itself indicate trading or intent.