Form 4: BKV Awards 5,761 Restricted Shares to Director Miller

Rhea-AI Filing Summary

BKV Corporation (ticker: BKV) filed a Form 4 disclosing an insider equity grant to director Charles C. Miller III. On 19 June 2025, Mr. Miller was awarded 5,761 restricted stock units (RSUs) under the company’s non-employee director compensation plan at a cost basis of $0.00. Each RSU converts into one share of common stock and will vest the day before BKV’s 2026 annual shareholder meeting.

Following this grant, the filing shows Miller’s updated beneficial ownership position at 5,761 shares held directly (the newly granted RSUs) and 87,500 shares held indirectly through the Miller/Allen Living Trust dated 8 January 2020.

No derivative securities were reported, and the transaction code "A" confirms the acquisition was an award rather than an open-market purchase. The filing was signed on 20 June 2025 by attorney-in-fact Kathleen Lenox.

For investors, this is a routine director equity grant designed to align board incentives with shareholder interests. The size of the award is modest relative to BKV’s total shares outstanding and does not, by itself, signal a material change in the company’s outlook or capital structure.

Positive

• Director receives equity-based compensation, aligning board incentives with shareholder value.
• No cash sale or disposal—insider’s ownership stake increases slightly.

Negative

• None.

Insights

Securities Analyst

TL;DR: Routine RSU grant to BKV director; minimal share count; neutral impact.

The Form 4 shows a standard annual equity grant—5,761 RSUs—to non-employee director Charles C. Miller III. No cash outlay involved, no market purchase signal, and the award represents an immaterial fraction of BKV’s float. Such grants are common governance practice to align directors’ incentives with shareholders. Because the grant automatically vests before the 2026 AGM, dilution risk is negligible. From a valuation or trading perspective, the filing is neutral; it neither indicates insider optimism via open-market buying nor introduces meaningful dilution.

Corporate Governance Expert

TL;DR: Standard board compensation aligns interests; no governance red flags.

This filing confirms BKV continues to compensate outside directors with equity, a best-practice for governance alignment. The absence of complicated derivative positions or discretionary option repricing is a positive sign. Vesting tied to the next AGM encourages continued board service without over-extending lock-ups. There are no indicators of unusual control changes or insider disposal. Overall governance implication: status quo, neutral impact.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider MILLER CHARLES C III

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	5,761	$0.00	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 5,761 shares (Direct); Common Stock — 87,500 shares (Indirect, By Miller/Allen Living Trust dated January 8, 2020)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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^*

MILLER CHARLES C III

(Last) (First) (Middle)

1200 17TH STREET, SUITE 2100

(Street)

DENVER CO 80202

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BKV Corp [ BKV ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
06/19/2025

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

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

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

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
Common Stock	06/19/2025		A		5,761(1)	A	$0	5,761	D
Common Stock								87,500	I	By Miller/Allen Living Trust dated January 8, 2020

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

Explanation of Responses:

1. Represents restricted stock units granted to the reporting person under the Issuer's non-employee director compensation program that vest the day prior to Issuer's 2026 annual stockholder meeting. Each restricted stock unit represents a contingent right to receive one share of Common Stock.

Remarks:

	/s/ Kathleen Lenox, attorney-in-fact	06/20/2025
	** 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.

FAQ

How many BKV shares did Charles C. Miller III acquire in the Form 4?

The director received 5,761 restricted stock units, each convertible into one common share.

What is the vesting schedule for the new BKV RSUs?

All RSUs vest the day prior to BKV’s 2026 annual shareholder meeting.

What is Charles C. Miller III’s total BKV ownership after this transaction?

He now holds 5,761 shares directly and 87,500 shares indirectly through a trust.

Was the transaction a market purchase or an award?

Transaction code "A" indicates an award (grant), not an open-market purchase.

Does this Form 4 filing materially impact BKV shareholders?

The grant is routine and immaterial relative to BKV’s share count, so impact is neutral.