Major holder-linked entity buys Series D preferred in Big Digital Energy (BGDE)

Rhea-AI Filing Summary

Big Digital Energy, Inc. reported that an entity associated with its major holders made an open-market purchase of Series D Convertible Preferred Stock. Six Thirty AI, LLC acquired 16,700 shares of this preferred stock at $1,000 per share, held indirectly for the reporting group.

The Series D shares are pledged to YA II PN, LTD under a Loan and Guaranty Agreement dated June 30, 2026. A footnote explains that, using a daily VWAP of $8.81 as of June 30, 2026 to calculate the conversion price, these preferred shares would convert into 1,995,221 shares of Big Digital Energy common stock, subject to the terms of the Series D Certificate of Designations.

Insights

Insider transactions analyst

Large indirect insider purchase of preferred stock with pledged collateral.

An entity associated with major holders of Big Digital Energy bought 16,700 shares of Series D Convertible Preferred Stock in an open-market or private transaction at $1,000 per share. The ownership is indirect, through Six Thirty AI, LLC, and reported by several ten-percent owners.

The preferred shares are pledged to YA II PN, LTD under a Loan and Guaranty Agreement dated June 30, 2026, indicating they serve as collateral. A footnote illustrates that, using a VWAP of $8.81 on that date, the Series D could convert into 1,995,221 common shares, although the actual conversion remains subject to the Series D Certificate of Designations.

This filing shows a net buy of 16,700 preferred shares and no derivative positions in the derivative summary. The economic impact for common shareholders will depend on any future conversion of the preferred stock into common shares under the stated terms.

Insider Trade Summary

Net Buyer: 16,700 shares ($16,700,000)

Net Buy 1 txn

Insider Endeavor Blockchain, LLC, Kilgore Joshua Allen, Smith Cody, PM Squared LLC

Role null | null | null | null

Bought 16,700 shs ($16.70M)

Type	Security	Shares	Price	Value
Purchase	Series D Convertible Preferred Stock	16,700	$1,000.00	$16.70M

Holdings After Transaction: Series D Convertible Preferred Stock — 16,700 shares (Indirect, Held by Six Thirty AI, LLC)

Footnotes (1)

1. The shares of Series D Convertible Preferred Stock and underlying shares of Common Stock are pledged to YA II PN, LTD pursuant to a Loan and Guaranty Agreement dated June 30, 2026. Conversion is subject to the terms and conditions established in the Certificate of Designations for the Series D Convertible Preferred Stock. Assuming the daily VWAP as of June 30, 2026 ($8.81) is used to calculate the Conversion Price, the shares of Series D Convertible Preferred Stock would convert into 1,995,221 shares of Common Stock of the Issuer. These shares are owned solely by Six Thirty AI, LLC, a Texas limited liability company managed and controlled by Cody Smith, Phillip Stanley and Joshua Kilgore.

Key Figures

Preferred shares purchased: 16,700 shares Purchase price per preferred share: $1,000.00 per share VWAP used for conversion example: $8.81 +2 more

5 metrics

Preferred shares purchased 16,700 shares Series D Convertible Preferred Stock bought on June 30, 2026

Purchase price per preferred share $1,000.00 per share Open-market or private purchase of Series D preferred

VWAP used for conversion example $8.81 Daily VWAP as of June 30, 2026 for illustrative conversion

Illustrative common shares on conversion 1,995,221 shares Example conversion amount from 16,700 Series D preferred at $8.81 VWAP

Net buy shares 16,700 shares Net-buy direction in Form 4 transaction summary

Key Terms

Series D Convertible Preferred Stock, VWAP, Loan and Guaranty Agreement, Certificate of Designations

4 terms

Series D Convertible Preferred Stock financial

"The shares of Series D Convertible Preferred Stock and underlying shares of Common Stock are pledged"

Series D convertible preferred stock is a class of shares issued in a later-stage funding round that gives holders priority over common shareholders for payouts and often a fixed dividend, while including an option to convert those shares into common stock. It matters to investors because it affects who gets paid first if a company is sold or liquidates and can change ownership stakes and voting power when converted, similar to holding a safer ticket that can be exchanged for regular tickets later.

VWAP financial

"Assuming the daily VWAP as of June 30, 2026 ($8.81) is used to calculate the Conversion Price"

VWAP, or Volume-Weighted Average Price, is a way to find the average price of a stock throughout the trading day, giving more importance to times when more shares are traded. It helps traders see the typical price and decide whether a stock is expensive or cheap compared to its average, similar to finding the average speed during a trip by giving more weight to times when you traveled faster or slower.

Loan and Guaranty Agreement financial

"pledged to YA II PN, LTD pursuant to a Loan and Guaranty Agreement dated June 30, 2026"

Certificate of Designations regulatory

"Conversion is subject to the terms and conditions established in the Certificate of Designations for the Series D"

A certificate of designations is a formal legal document that spells out the specific rights and rules attached to a particular class of stock, most often preferred shares. It tells investors who gets paid first, what dividends or conversion rights exist, and any voting or liquidation priorities—like an instruction sheet that decides which shareholders get preference if a company pays out or is sold. Those terms directly affect a security’s value and risk.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/02/2026 - 07:05 PM Accepted by SEC EDGAR 07/02/2026 - 07:04 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Endeavor Blockchain, LLC

(Last) (First) (Middle)

5701 EUPER LANE, SUITE A

(Street)

FORT SMITH ARKANSAS 72903

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Big Digital Energy, Inc. [ BGDE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Series D Convertible Preferred Stock	06/30/2026		P		16,700	A	$1,000	16,700(1)	I	Held by Six Thirty AI, LLC(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

Endeavor Blockchain, LLC

(Last) (First) (Middle)

5701 EUPER LANE, SUITE A

(Street)

FORT SMITH ARKANSAS 72903

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Kilgore Joshua Allen

(Last) (First) (Middle)

5701 EUPER LANE, SUITE A

(Street)

FORT SMITH ARKANSAS 72903

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
			SEE REMARKS

1. Name and Address of Reporting Person^*

Smith Cody

(Last) (First) (Middle)

3801 BENT ELM LANE

(Street)

FORT WORTH TEXAS 76109

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
			SEE REMARKS

1. Name and Address of Reporting Person^*

PM Squared LLC

(Last) (First) (Middle)

6050 SOUTHWEST BOULEVARD, SUITE 150

(Street)

FORT WORTH TEXAS 76109

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
			SEE REMARKS

Explanation of Responses:

1. The shares of Series D Convertible Preferred Stock and underlying shares of Common Stock are pledged to YA II PN, LTD pursuant to a Loan and Guaranty Agreement dated June 30, 2026. Conversion is subject to the terms and conditions established in the Certificate of Designations for the Series D Convertible Preferred Stock. Assuming the daily VWAP as of June 30, 2026 ($8.81) is used to calculate the Conversion Price, the shares of Series D Convertible Preferred Stock would convert into 1,995,221 shares of Common Stock of the Issuer.

2. These shares are owned solely by Six Thirty AI, LLC, a Texas limited liability company managed and controlled by Cody Smith, Phillip Stanley and Joshua Kilgore.

Remarks:

As of April 6, 2026, Joshua Kilgore is the Executive Chairman and a director of the Issuer; Phillip Stanley is the Chief Executive Officer and a director of the Issuer; and Cody Smith is the Chief Operating Officer and a director of the Issuer.

	ENDEAVOR BLOCKCHAIN, LLC By: /s/ Joshua Kilgore, Managing Member	07/02/2026
	/s/ Joshua Kilgore	07/02/2026
	/s/ Cody Smith	07/02/2026
	PM SQUARED LLC By: /s/ Phil Stanley, Managing Member	07/02/2026
	SIX THIRTY AI, LLC By: /s/ Cody Smith, Managing Member	07/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Big Digital Energy (BGDE) report in this Form 4?

Big Digital Energy reported an indirect open-market or private purchase of 16,700 shares of Series D Convertible Preferred Stock at $1,000 per share. The shares are owned by Six Thirty AI, LLC and reported by multiple ten-percent beneficial owners associated with the issuer.

Who actually owns the Series D shares reported in Big Digital Energy’s Form 4?

The Form 4 states the 16,700 Series D Convertible Preferred shares are owned solely by Six Thirty AI, LLC, a Texas limited liability company. This entity is managed and controlled by Cody Smith, Phillip Stanley and Joshua Kilgore, and the reporting persons hold the position indirectly.

How could the Series D Convertible Preferred Stock affect Big Digital Energy (BGDE) common shares?

A footnote explains that, using a daily VWAP of $8.81 on June 30, 2026, the 16,700 Series D preferred shares would convert into 1,995,221 common shares. Actual conversion remains subject to the terms and conditions in the Series D Certificate of Designations.

What role does YA II PN, LTD have in Big Digital Energy’s preferred stock transaction?

The filing notes the Series D Convertible Preferred Stock and underlying common shares are pledged to YA II PN, LTD. This pledge is under a Loan and Guaranty Agreement dated June 30, 2026, meaning the preferred shares and potential common shares serve as collateral for that agreement.

Is this Big Digital Energy Form 4 transaction a buy or a sale of securities?

The transaction is a buy. The Form 4 classifies it as an open-market or private purchase of Series D Convertible Preferred Stock, with a transaction code “P” and transaction_direction labeled as a net buy of 16,700 preferred shares in the transaction summary.

How large is the insider position after Big Digital Energy’s reported purchase?

After the transaction, the total reported holdings of Series D Convertible Preferred Stock for this position are 16,700 shares. The Form 4’s total_shares_following_transaction field matches the amount purchased, and there are no remaining derivative positions listed in the derivative summary.