Lazar David E. 4
4 · Sow Good Inc. · Filed Apr 2, 2026
Research Summary
AI-generated summary of this filing
Sow Good (SOWG) Director David Lazar Receives 5.74M Shares
What Happened
David Lazar, a director of Sow Good, acquired 5,740,000 common shares on March 31, 2026 as a result of converting Series AA preferred stock. The converted common shares are reported at a conversion price of $0.14286 per share (total value ≈ $819,672). This follows a December 31, 2025 transaction in which Mr. Lazar acquired 410,000 Series AA preferred shares at $2.00 per preferred share (total paid $820,000).
Key Details
- Transaction dates and amounts:
- 2025-12-31: Issuance/acquisition of 410,000 Series AA preferred shares at $2.00 each (total $820,000) — reported as derivative-related (code M).
- 2026-03-31: Conversion/award of 410,000 preferred into 5,740,000 common shares at $0.14286 per share (value ≈ $819,672) — reported as grant/acquisition (code A).
- Shares owned after transaction: Not disclosed in the Form 4 filing.
- Footnotes of note:
- The Company issued Series AA Preferred on 12/31/2025; those preferred shares convert into common stock at $0.14286 per share once stockholder approval is obtained (the filing ties the preferred issuance and subsequent conversion together).
- Footnote F3 confirms the 5,740,000 common shares resulted from converting 410,000 Series AA preferred shares.
- Filing timeliness: Form 4 filed 2026-04-02 for a 2026-03-31 report date; no late filing flag indicated.
Context
This is a conversion of preferred stock into common shares (derivative conversion), not an open-market buy or sale of common stock. The director initially paid $820K for the preferred instrument and later received common shares based on the stated conversion rate. Such conversions reflect capital-raising and instrument terms rather than an explicit buy/sell signal about the director’s market view.
Insider Transaction Report
- Award
Common Stock
[F3]2026-03-31$0.14/sh+5,740,000$819,672→ 5,740,000 total - Exercise/Conversion
Series AA Preferred Stock
[F1][F2]2025-12-31$2.00/sh−410,000$820,000→ 1,090,000 totalExercise: $0.14→ Common Stock (5,740,000 underlying)
Footnotes (3)
- [F1]On December 31, 2025, Sow Good Inc. (the "Company") entered into a Securities Purchase Agreement (the "Agreement") with David Lazar, pursuant to which the Company issued 1,500,000 shares of Series AA Preferred Stock to Mr. Lazar at $2 per preferred share. The Series AA Preferred Stock is not convertible into common stock until after stockholder approval, at which point the shares will convert to 21,000,000 shares of common stock with a conversion price of $0.14286 per share. The Agreement and the issuance of the Series AA Preferred Stock were approved by the Company's board of directors and did not involve the exchange of consideration between the Company and Mr. Lazar beyond the terms set forth in the Agreement.
- [F2]Not applicable.
- [F3]Amount represents 5,740,000 shares received as a result of the conversion of 410,000 Series AA Convertible, Non-Redeemable Preferred Stock at a conversion price of $0.14286.