4//SEC Filing
Dietrich Isaac 4
Accession 0001641172-25-015319
CIK 0001853825other
Filed
Jun 15, 8:00 PM ET
Accepted
Jun 16, 9:00 PM ET
Size
6.8 KB
Accession
0001641172-25-015319
Insider Transaction Report
Form 4
Dietrich Isaac
DirectorChief Financial Officer
Transactions
- Award
Series A Preferred Convertible Voting Stock
2025-06-15$3.00/sh−16$48→ 823 totalExercise: $3.00→ Common Stock (240 underlying)
Footnotes (3)
- [F1]As stated in the Amended and Restated Certificate of Designation of Series A Preferred Convertible Voting Stock dated September 26, 2022 (the "Series A Preferred Certificate of Designation"), each share of Series A Preferred Convertible Voting Stock converts into 15 shares of Common Stock at a Reference Rate of $3.00, subject to adjustments as specified in the Series A Preferred Certificate of Designation.
- [F2]As stated in the Series A Preferred Certificate of Designation, the holder shall receive dividends, which will be paid to Holders on a quarterly basis on each of March 15, June 15, September 15 and December 15 (each, a "Payment Date"), in cash or in shares of Series A Preferred Stock at Company's election, in an amount equal to $0.875 per share, per quarter totaling $3.50 per share on an annualized basis. If the dividend is paid in shares of Series A Preferred Stock, each share shall be valued at the purchase price of $45.00/share, subject to certain adjustments. Each share of Series A Preferred Convertible Voting Stock initially converts into 15 shares of common stock (the "Conversion Rate") at a reference rate (the "Reference Rate") of $3.00/share of common stock.
- [F3]Series A Preferred Convertible Voting Stock is exercisable upon issuance and has no expiration date.
Documents
Issuer
THUMZUP MEDIA Corp
CIK 0001853825
Entity typeother
Related Parties
1- filerCIK 0001614904
Filing Metadata
- Form type
- 4
- Filed
- Jun 15, 8:00 PM ET
- Accepted
- Jun 16, 9:00 PM ET
- Size
- 6.8 KB