Azio AI Holdings president granted merger shares
Yu Simon reported acquisition or exercise transactions in this Form 4 filing.
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Form Type
4
Rhea-AI Filing Summary
Yu Simon reported acquisition or exercise transactions in this Form 4 filing.
Azio AI Holdings’ President Yu Simon, through Buy and Sel Holdings, LLC, was granted 295,242 shares of common stock and 116,814 shares of Series A Non-Voting Convertible Preferred Stock on July 2, 2026 as merger consideration at $0.00 per share. The Series A Preferred is perpetual and will become convertible into 100 shares of common stock upon stockholder approval; Simon reports indirect ownership and disclaims beneficial ownership beyond his pecuniary interest.
Insider Trade Summary
Grant/Award: 412,056 shares
Grant/Award
2 txns
Insider
Yu Simon
Role
President
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Series A Preferred Stock F2, F3, F4, F5 | 116,814 | $0.00 | $0.00 |
| Grant/Award | Common Stock F1, F2 | 295,242 | $0.00 | $0.00 |
Holdings After Transaction:
Series A Preferred Stock — 116,814 contracts (Indirect, By Buy and Sel Holdings, LLC);
Common Stock — 295,242 shares (Indirect, By Buy and Sel Holdings, LLC)
Footnotes (5)
- F1. Received as merger consideration pursuant to the Amended and Restated Agreement and Plan of Merger, dated July 2, 2026 ("Merger Agreement"), by and among the Issuer, EV-AZ Merger Sub, Inc., a wholly owned subsidiary of the Issuer ("Merger Sub 1"), Azio AI, LLC, a wholly owned subsidiary of the Issuer ("Merger Sub 2"), and Azio AI Corporation ("Azio"). The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
- F2. Under the terms of the Merger Agreement, on July 2, 2026, Merger Sub 1 merged with and into Azio, with Azio surviving the first merger as a wholly owned subsidiary of the Issuer, and immediately following the first merger, Azio merged with and into Merger Sub 2, with Merger Sub 2 surviving the second merger as a wholly owned subsidiary of the Issuer (such mergers, collectively the "Merger"). Upon the closing of the Merger, outstanding shares of common stock of Azio were converted into the right to receive shares of the Issuer's common stock and Series A Non-Voting Convertible Preferred Stock (the "Series A Preferred Stock") in accordance with the Merger Agreement.
- F3. Received as merger consideration pursuant to the Merger Agreement. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
- F4. The Series A Preferred Stock will become convertible into 100 shares of common stock of the Issuer upon stockholder approval.
- F5. The Series A Preferred Stock is perpetual and therefore has no expiration date.
Key Figures
Common stock granted: 295,242 shares
Common stock holdings after grant: 295,242 shares
Series A Preferred granted: 116,814 shares
+4 more
7 metrics
Common stock granted
295,242 shares
Grant/award acquisition on 2026-07-02 to Buy and Sel Holdings, LLC
Common stock holdings after grant
295,242 shares
Indirect common stock holdings through Buy and Sel Holdings, LLC following transaction
Series A Preferred granted
116,814 shares
Derivative grant on 2026-07-02 as merger consideration
Series A Preferred holdings after grant
116,814 shares
Indirect Series A Preferred holdings through Buy and Sel Holdings, LLC following transaction
Grant price per share
$0.0000 per share
Both common and Series A Preferred stock granted at $0.0000 per share
Underlying common shares
116,814 shares
Common stock underlying the Series A Preferred reported in the derivative table
Conversion amount
100 shares of common stock
Series A Preferred will become convertible into 100 shares of common stock upon stockholder approval
Key Terms
Merger Agreement, Series A Non-Voting Convertible Preferred Stock, pecuniary interest, wholly owned subsidiary, +1 more
5 terms
Merger Agreement regulatory
"Received as merger consideration pursuant to the Amended and Restated Agreement and Plan of Merger"
A merger agreement is a binding contract that lays out the exact terms for two companies to combine, including the price, what each side will deliver, and the conditions that must be met before the deal is completed. Investors care because it sets the timetable, payouts and risks — like a blueprint or prenup that shows whether the deal is likely to close, how ownership will change, and what could cancel or alter the payout they expect.
Series A Non-Voting Convertible Preferred Stock financial
"Series A Non-Voting Convertible Preferred Stock (the "Series A Preferred Stock")"
Series A non-voting convertible preferred stock is an early-round ownership share that gives holders priority over common shareholders for payouts and protections, but does not grant voting control. It can be exchanged later for common shares—like a coupon that can be turned into regular stock—allowing investors to share in upside while limiting immediate influence on company decisions; this affects potential returns, dilution for other shareholders, and the balance of control in future financing or sale events.
pecuniary interest financial
"disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein"
wholly owned subsidiary regulatory
"Azio surviving the first merger as a wholly owned subsidiary of the Issuer"
A wholly owned subsidiary is a company whose entire ownership is held by another company (the parent), so the parent controls decisions, operations, and finances. Think of it as a fully controlled branch that runs as its own legal entity but whose results flow straight into the parent’s financial statements; investors watch these structures because they affect consolidated revenue, risk exposure, and how profits, liabilities, and cash flow are allocated across the corporate group.
perpetual financial
"The Series A Preferred Stock is perpetual and therefore has no expiration date"
Perpetual describes a financial instrument or obligation that has no fixed end date and can continue indefinitely unless the issuer chooses to end it. For investors, that means there is no scheduled return of principal, so value depends on ongoing payments, issuer stability and market interest rates—similar to receiving rent from a property with no set sale date. Perpetual instruments often pay higher yields to compensate for that open-ended risk.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did President Yu Simon acquire in the EVTV/AZIO Form 4 filing?
President Yu Simon, via Buy and Sel Holdings, LLC, acquired 295,242 common shares and 116,814 Series A Preferred shares of Azio AI Holdings on July 2, 2026. These were received as merger consideration, not purchased on the open market, at $0.00 per share.
What are the key terms of the Series A Preferred in the EVTV/AZIO filing?
The Series A Non-Voting Convertible Preferred Stock is perpetual, with no expiration date. It will become convertible into 100 shares of common stock of the issuer upon stockholder approval, linking its value to future conversion rights.
AI-generated analysis. How Rhea-AI works. Not financial advice.
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