AZIO AI Holdings (EVTV) officer logs merger share grant and small sale
Rhea-AI Filing Summary
AZIO AI Holdings, Inc. Chief Product Officer Gary Chen reported indirect activity through Milthea Company Inc., wholly owned by his spouse. On July 2, 2026, Milthea received 504,372 common shares and 199,557 Series A Preferred as merger consideration. The Series A Preferred is perpetual and will become convertible into 100 common shares upon stockholder approval. On July 14, 2026, Milthea sold 12,302 common and 4,867 Series A to Aventric LLC under a stock purchase agreement, leaving 492,070 common and 194,690 Series A held indirectly. Chen disclaims beneficial ownership beyond his pecuniary interest, and the sale represents a small portion of the reported position.
Positive
- None.
Negative
- None.
Insider Trade Summary
4 transactions reported
Net Sell
4 txns
Insider
Chen Gary
Role
Chief Product Officer
Sold
17,169 shs ($0.00)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Series A Preferred Stock | 4,867 | $0.00 | -- |
| Sale | Common Stock | 12,302 | $0.00 | -- |
| Grant/Award | Series A Preferred Stock | 199,557 | $0.00 | -- |
| Grant/Award | Common Stock | 504,372 | $0.00 | -- |
Holdings After Transaction:
Series A Preferred Stock — 194,690 shares (Indirect, By Milthea Company Inc.);
Common Stock — 492,070 shares (Indirect, By Milthea Company Inc)
Footnotes (1)
- 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. 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. Shares were acquired by Milthea Company Inc. of which the reporting person's spouse is the sole stockholder. The transaction was pursuant to the Stock Purchase Agreement, dated as of July 14, 2026, by and between Milthea Company Inc. ("Seller") and Aventric LLC ("Buyer"). The reporting person's spouse is the sole stockholder of the Seller. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. 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. The Series A Preferred Stock will become convertible into 100 shares of common stock of the Issuer upon stockholder approval. The Series A Preferred Stock is perpetual and therefore has no expiration date.
Key Figures
Common shares received: 504,372 shares
Series A Preferred shares received: 199,557 shares
Common shares sold: 12,302 shares
+4 more
7 metrics
Common shares received
504,372 shares
Common Stock indirectly acquired by Milthea Company Inc. on July 2, 2026 as merger consideration
Series A Preferred shares received
199,557 shares
Series A Preferred Stock indirectly acquired by Milthea Company Inc. on July 2, 2026 as merger consideration
Common shares sold
12,302 shares
Common Stock sold indirectly via Milthea Company Inc. on July 14, 2026 to Aventric LLC
Series A Preferred shares sold
4,867 shares
Series A Preferred Stock sold indirectly via Milthea Company Inc. on July 14, 2026
Common shares held after
492,070 shares
Indirect Common Stock holdings of Milthea Company Inc. following the July 14, 2026 sale
Series A Preferred held after
194,690 shares
Indirect Series A Preferred Stock holdings of Milthea Company Inc. following the July 14, 2026 sale
Conversion amount
100 shares
Series A Preferred Stock will become convertible into 100 shares of common stock upon stockholder approval
Key Terms
Series A Preferred Stock, Merger Agreement, Stock Purchase Agreement, beneficial ownership, +1 more
5 terms
Series A Preferred Stock financial
"The Series A Preferred Stock will become convertible into 100 shares of common stock"
Series A preferred stock is a type of ownership share in a company that gives investors certain advantages, such as priority in receiving profits or getting their money back if the company is sold or goes bankrupt. It is often issued during early funding stages to attract investors by offering more security than common shares. This stock matters to investors because it provides a safer way to invest while still holding potential for future gains.
Merger Agreement regulatory
"Received as merger consideration pursuant to the Amended and Restated Agreement and Plan of Merger ("Merger Agreement")"
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.
Stock Purchase Agreement regulatory
"The transaction was pursuant to the Stock Purchase Agreement, dated as of July 14, 2026"
A stock purchase agreement is a legal contract that sets the terms for buying or selling shares, specifying the price, number of shares, how payment is made, and any conditions or promises each side must meet. It matters to investors because it defines who owns what, when ownership changes, and what protections or obligations attach to the deal—think of it as a detailed receipt plus the house rules that determine the financial risks and benefits of the transaction.
beneficial ownership financial
"The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein"
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What insider transactions did Gary Chen report for AZIO AI Holdings (EVTV)?
Gary Chen reported indirect transactions through Milthea Company Inc. Milthea received 504,372 common shares and 199,557 Series A Preferred on July 2, 2026 as merger consideration, then sold 12,302 common and 4,867 Series A shares on July 14, 2026.
What are the key features of the Series A Preferred Stock reported for AZIO AI Holdings (EVTV)?
The reported Series A Preferred Stock is described as perpetual, with no expiration date, and will become convertible into 100 shares of AZIO AI Holdings common stock upon stockholder approval. These preferred shares were received as part of the merger consideration and partially sold later.
What proportion of Milthea’s AZIO AI Holdings (EVTV) position was sold on July 14, 2026?
Milthea sold 12,302 common shares and 4,867 Series A Preferred shares, compared with post-transaction holdings of 492,070 common and 194,690 Series A. This sequence indicates that only a small fraction of the indirectly held position was disposed of in the transaction.