[Form 4] BTCS Inc. Insider Trading Activity

Rhea-AI Filing Summary

BTCS Inc. director Charles B. Lee reported an insider acquisition on 09/30/2025 of 2,588 shares of the company's common stock under an annual equity grant program. Following the reported transaction, Mr. Lee beneficially owned 135,892 shares. The filing notes the stock grant program is an annual award of $50,000 delivered quarterly at $12,500 per quarter, and that the grants were approved by the Board and exempt from Section 16(b) under Rule 16b-3. The Form 4 was signed on 10/02/2025.

Positive

• Director ownership increased by 2,588 shares, now totaling 135,892 shares
• Equity compensation is board-approved and structured as an annual $50,000 grant delivered quarterly ($12,500 per quarter)
• Grant exempted under Rule 16b-3, indicating compliance with Section 16 transaction rules

Negative

• None.

Insights

Corporate Governance Expert

Director received routine, board-approved equity award under an annual $50,000 plan.

The filing documents a standard board-approved annual equity grant of $50,000, delivered on a quarterly basis as $12,500 issuances, which is a common practice to align director compensation with shareholder interests. The Board's approval and the citation of Rule 16b-3 indicate the grant was treated as exempt from short-swing profit recovery.

This is a governance-level compensation disclosure rather than an opportunistic open-market purchase or sale.

Insider Holdings Analyst

Insider ownership increased by 2,588 shares to 135,892 following the grant on 09/30/2025.

The reported acquisition added 2,588 shares on 09/30/2025, bringing total beneficial ownership to 135,892 shares, a concrete update to the insider holdings table. The Form 4 shows this change resulted from the company-approved grant rather than a market transaction, and the signature date is 10/02/2025.

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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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).

1. Name and Address of Reporting Person^*

Lee Charles Benjamin

(Last) (First) (Middle)

303 W. LANCASTER AVE # 336

(Street)

WAYNE PA 19087

(City) (State) (Zip)

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

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)
09/30/2025

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(1)	09/30/2025		A		2,588	A	(2)	135,892	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

Explanation of Responses:

1. As previously disclosed, the Issuer's Board of Directors approved an annual grant of $50,000 of common stock to the Reporting Person to be issued on a quarterly calendar basis ($12,500 per quarter). The grant and any issuances thereunder were exempt from Section 16(b) of the Securities Exchange Act of 1934 by virtue of Rule 16b-3 promulgated thereunder, as it was approved by the Board of Directors of the Issuer.

2. Not applicable.

	/s/ Charles B. Lee	10/02/2025
	** 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

What insider transaction did BTCS (BTCS) report on 09/30/2025?

Director Charles B. Lee acquired 2,588 shares of BTCS common stock on 09/30/2025 as reported on the Form 4.

How many BTCS shares does Charles B. Lee beneficially own after the transaction?

After the reported grant, Mr. Lee beneficially owned 135,892 shares.

What is the value and structure of the board-approved equity grant mentioned in the filing?

The filing states an annual equity grant of $50,000 issued quarterly at $12,500 per quarter.

Was the grant subject to Section 16(b) short-swing rules?

The filing states the grant and issuances were exempt from Section 16(b) by virtue of Rule 16b-3.

When was the Form 4 signed by the reporting person?

The Form 4 bears the signature of Charles B. Lee dated 10/02/2025.