SurgePays, Inc.·4

Apr 7, 3:44 PM ET

Cox Kevin Brian 4

4 · SurgePays, Inc. · Filed Apr 7, 2026

Research Summary

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SurgePays (SURG) 10% Owner Kevin Cox Receives Stock Awards & Gifts

What Happened
Kevin Brian Cox, a 10% owner of SurgePays (SURG), acquired stock in two ways and made a gift. On March 23, 2026 he converted $1,000,000 of promissory debt into 800,000 shares at $1.25/share (value = $1,000,000). On April 1, 2026 the company awarded him 500,000 shares under his amended employment agreement (reported at $0 price in the filing). On March 24, 2026 he transferred (gifted) 270,745 shares to the LC Marital Trust dated May 17, 2021 (no consideration). Gifts are disposals for reporting purposes but do not necessarily indicate market sentiment; the conversion and award are acquisitions (net increase in his direct holdings).

Key Details

  • Transaction dates/prices: 3/23/2026 — conversion 800,000 @ $1.25 (acquired); 3/24/2026 — gift 270,745 @ $0 (disposed); 4/1/2026 — award 500,000 @ $0 (acquired).
  • Consideration: $1,000,000 paid by converting a promissory note into 800,000 shares (per footnote). The 500,000-share award was issued under his employment agreement and the company’s equity plan.
  • Shares after transactions: Cox directly held 1,300,000 shares after the April 1 award. He is also deemed to beneficially own additional shares held by related entities/trusts: 270,745 (LC Marital Trust), 4,569,384 (BLC Family Investments LLC), and 561,758 (SMDMM Funding LLC) — total beneficial ownership = 6,701,887 shares.
  • Filing date/timeliness: Form 4 was filed 2026-04-07 reporting transactions from 3/23–4/01; this appears later than the standard 2-business-day reporting window (filing flagged as late).
  • Footnotes: conversion was pursuant to a consolidated promissory note (dated ~3/12/2024) and awards were issued under the issuer’s 2022 Omnibus Securities and Incentive Plan and an amended employment agreement.

Context: Converting debt into equity and receiving equity awards are commonly used to settle obligations and compensate executives; such acquisitions are generally more informative than gifts (which are non-market transfers). As a reported 10% owner, Cox’s transactions reflect changes in a large insider’s stake rather than routine open-market trading.

Insider Transaction Report

Form 4
Period: 2026-03-23
Cox Kevin Brian
DirectorCEO & Chairman10% Owner
Transactions
  • Award

    Common Stock

    [F1]
    2026-03-23$1.25/sh+800,000$1,000,0001,070,745 total
  • Gift

    Common Stock

    [F2]
    2026-03-24270,745800,000 total
  • Gift

    Common Stock

    [F2]
    2026-03-24+270,745270,745 total(indirect: By Trust)
  • Award

    Common Stock

    [F3]
    2026-04-01+500,0001,300,000 total
Footnotes (3)
  • [F1]On March 23, 2026, Mr. Cox elected to convert $1,000,000 owed to him by the issuer under the consolidated promissory note issued by the issuer to Mr. Cox on or about March 12, 2024, into shares of issuer common stock at $1.25/share (into 800,000 shares of common stock). Those shares were awarded to Mr. Cox on or about March 23, 2026, pursuant to the issuer's 2022 Omnibus Securities and Incentive Plan.
  • [F2]On March 24, 2026, Mr. Cox transferred 270,745 to a family trust, the LC Marital Trust Dated May 17, 2021, for no consideration.
  • [F3]On April 1, 2026, the issuer awarded Mr. Cox 500,000 shares pursuant to Mr. Cox's employment agreement with the issuer, as amended, and the issuer's 2022 Omnibus Securities and Incentive Plan. Following the award, Mr. Cox directly held 1,300,000 shares of common stock, and Mr. Cox is also deemed to beneficially own the following shares: (i) 270,745 shares of common stock held in the name of the LC Marital Trust Dated May 17, 2021, (ii) 4,569,384 shares held in the name of BLC Family Investments LLC, and (iii) 561,758 shares held in the name of SMDMM Funding LLC.
Signature
/s/ Kevin Brian Cox|2026-04-07

Documents

1 file
  • 4
    ownership.xmlPrimary

    4