BrooQL (BRQL) CEO Wilson converts preferred into common and donates shares

Rhea-AI Filing Summary

BrooQL Inc. chief executive officer and director Kent Wilson reported several equity movements. On December 15, 2025, he converted 100,000 shares of Series A preferred stock into 300,000 shares of common stock, consistent with the stated right to convert each preferred share into three common shares at the holder’s discretion. This increased his directly held common stock to 300,000 shares and left him with 191,667 Series A preferred shares held directly.

On December 23, 2025, Wilson made a bona fide charitable gift of 200,000 shares of common stock at a reported price of $0.00 per share to Mark Martin Ministries of Groveland, Florida. After this donation, he directly held 100,000 shares of common stock in addition to his remaining Series A preferred shares, as disclosed in the filing.

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
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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^*

WILSON KENT

(Last) (First) (Middle)

401 RYLAND ST

SUITE 200-A

(Street)

RENO NV 89502

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BrooQLy Inc. [ BRQL ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/15/2025

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	12/15/2025		C		300,000(2)	A	(1)	300,000	D
COMMON STOCK	12/23/2025		G		200,000(3)	D	$0(3)	100,000	D

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
SERIES A PREFERRED STOCK	(1)	12/15/2025		C			100,000	(1)	(1)	COMMON STOCK	300,000(2)	$0(1)	191,667	D

Explanation of Responses:

1. PURSUANT TO THE CERTIFICATE OF DESIGNATION, THE SHARES OF SERIES A PREFERRED STOCK MAY BE CONVERTED INTO OR EXCHANGED FOR SHARES OF THE ISSUER'S COMMON STOCK AT ANY TIME AT THE DISCRETION OF THE HOLDER. THERE IS NO EXPIRATION OF THE RIGHT TO CONVERT OR EXCHANGE INTO THE ISSUER'S COMMON STOCK.

2. PURSUANT TO THE CERTIFICATE OF DESIGNATION OF RIGHTS AND PREFERENCES, EACH SHARE OF SERIES A PREFERRED STOCK IS CONVERTIBLE INTO OR EXCHANGEABLE FOR THREE SHARES OF THE ISSUERS COMMON STOCK, AT THE DISCRETION OF THE HOLDER.

3. CHARITABLE GIFT TO MARK MARTIN MINISTRIES OF GROVELAND, FL.

	/S/ KENT B. WILSON	01/07/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did BrooQL Inc. (BRQL) CEO Kent Wilson report?

Wilson reported converting 100,000 shares of Series A preferred stock into 300,000 common shares on December 15, 2025, and making a charitable gift of 200,000 common shares on December 23, 2025.

How many BrooQL (BRQL) common shares does Kent Wilson hold after these transactions?

Following the reported transactions, Kent Wilson directly holds 100,000 shares of BrooQL common stock as disclosed in the Form 4.

What are the terms of BrooQL (BRQL) Series A preferred stock conversion?

According to the disclosure, each share of Series A preferred stock is convertible into or exchangeable for three shares of BrooQL common stock at any time at the holder’s discretion, with no expiration of the right to convert or exchange.

How many Series A preferred shares of BrooQL (BRQL) does Kent Wilson hold after conversion?

After converting 100,000 Series A preferred shares on December 15, 2025, Wilson holds 191,667 Series A preferred shares directly, as reported.

Was the transfer of 200,000 BrooQL (BRQL) shares by Kent Wilson a sale?

No. The 200,000-share transaction on December 23, 2025 is coded as “G” for bona fide gift and is described as a charitable gift to Mark Martin Ministries at a reported price of $0.00 per share.

Does Kent Wilson hold BrooQL (BRQL) shares directly or indirectly?

The filing shows Wilson’s reported holdings as direct (D) ownership for both his common stock and Series A preferred stock positions.