Fervo insider converts 34.2M preferred shares to common

Fervo Energy Co director and 10% owner Ion Yadigaroglu reported a large conversion of preferred stock into Class A common shares linked to the company’s initial public offering.

Rhea-AI Filing Summary

Fervo Energy Co director and 10% owner Ion Yadigaroglu reported a large conversion of preferred stock into Class A common shares linked to the company’s initial public offering. Investment entities associated with him converted Series B, C-1, C-3, D-1, D-3 and E-1 Preferred Stock into a total of 34,227,390 shares of Class A Common Stock immediately before the IPO, leaving no remaining holdings in those preferred series.

After these transactions, the Class A position held by these entities consists of 12,055,467 shares for Technology Impact Fund, LP, 14,962,430 shares for Technology Impact Growth Fund, II, L.P., 5,448,761 shares for TIGF II Direct Strategies LLC - Series 5 and 1,760,732 shares for TIGF II Direct Strategies LLC - Series 7. Yadigaroglu, as a manager of the related general partner and management entities, shares voting and disposition power over these holdings but disclaims beneficial ownership except for his pecuniary interest.

Separately, he received a direct grant of 9,259 restricted stock units, each representing one Class A share, which will vest in full on the earlier of Fervo’s 2027 annual meeting or May 14, 2027. These transactions are non-cash conversions and awards rather than open-market trades.

Insights

Equity compensation and governance analyst

Large pre-IPO preferred conversions into common and a modest RSU grant, all non-cash.

The filing shows entities associated with Ion Yadigaroglu converting multiple preferred stock series into 34,227,390 shares of Fervo Energy Co Class A Common Stock tied to the company’s initial public offering. This is a recapitalization step, not an open-market purchase or sale.

The preferred series (B, C-1, C-3, D-1, D-3, E-1) now show zero balances, simplifying the capital structure into common equity. Yadigaroglu shares voting and disposition power through fund-level entities and expressly disclaims beneficial ownership beyond his pecuniary interest.

The separate grant of 9,259 RSUs, vesting by May 14, 2027 or the 2027 annual meeting, is a relatively small director-level award. Overall, this filing mainly documents the pre-IPO capital conversion and routine equity compensation, with no direct cash trades or directional insider selling.

Insider Trade Summary

34,227,390 shares exercised/converted

Exercise 9 txns

Insider Yadigaroglu Ion

Role Director, 10% Owner

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Units	9,259	$0.00	$0.00
Conversion	Series B Preferred Stock	6,368,028	$0.00	$0.00
Conversion	Series C-1 Preferred Stock	8,523,393	$0.00	$0.00
Conversion	Series C-3 Preferred Stock	4,266,992	$0.00	$0.00
Conversion	Series D-1 Preferred Stock	4,261,341	$0.00	$0.00
Conversion	Series D-3 Preferred Stock	8,173,141	$0.00	$0.00
Conversion	Series E-1 Preferred Stock	2,634,495	$0.00	$0.00
Conversion	Class A Common Stock	34,227,390	$0.00	$0.00
Grant/Award	Series E-1 Preferred Stock	2,634,495	$11.36	$29.93M

Holdings After Transaction: Restricted Stock Units — 9,259 contracts (Direct); Series B Preferred Stock — 0 contracts (Indirect, See Footnote); Series C-1 Preferred Stock — 0 contracts (Indirect, See Footnote); Series C-3 Preferred Stock — 0 contracts (Indirect, See Footnote); Series D-1 Preferred Stock — 0 contracts (Indirect, See Footnote); Series D-3 Preferred Stock — 0 contracts (Indirect, See Footnote); Series E-1 Preferred Stock — 0 contracts (Indirect, See Footnote); Class A Common Stock — 34,227,390 shares (Indirect, See Footnote)

Footnotes (6)

1. F1. Each share of the Series B, Series C-1, Series C-3, Series D-1, Series D-3 and Series E-1 Preferred Stock converted into Class A Common Stock immediately prior to the completion of the Issuer's initial public offering pursuant to its terms and has no expiration date.
2. F2. Following the transactions reported herein, consists of (i) 12,055,467 shares of Class A Common Stock held by Technology Impact Fund, LP, (ii) 14,962,430 shares of Class A Common Stock held by Technology Impact Growth Fund, II, L.P., (iii) 5,448,761 shares of Class A Common Stock held by TIGF II Direct Strategies LLC - Series 5 and (iv) 1,760,732 shares of Class A Common Stock held by TIGF II Direct Strategies LLC - Series 7.
3. F3. TIF Partners, LLC is the general partner of Technology Impact Fund, LP and TIGF Partners II, LLC is the general partner of Technology Impact Growth Fund, II, L.P. and the manager of (i) TIGF II Direct Strategies LLC - Series 5 and (ii) TIGF II Direct Strategies LLC - Series 7. Ion Yadigaroglu, as a manager of TIF Partners, LLC and TIGF Partners II, LLC, shares the power to vote and dispose of the shares held by Technology Impact Fund, LP, Technology Impact Growth Fund, II, L.P., TIGF II Direct Strategies LLC - Series 5 and TIGF II Direct Strategies LLC - Series 7. Ion Yadigaroglu disclaims beneficial ownership of such holdings, except to the extent of his pecuniary interest in the shares.
4. F4. This transaction occurred prior to the Issuer's registration of a class of equity securities under Section 12 of the Securities Exchange Act of 1934, as amended, in connection with the Issuer's initial public offering, and is reported herein pursuant to Rule 16a-2(a).
5. F5. Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock.
6. F6. The RSUs will vest in full on the earlier of the Issuer's 2027 Annual Meeting or May 14, 2027.

Key Figures

Common shares from conversion: 34,227,390 shares Technology Impact Fund holding: 12,055,467 shares Technology Impact Growth Fund II holding: 14,962,430 shares +5 more

8 metrics

Common shares from conversion 34,227,390 shares Class A Common Stock after converting multiple preferred series

Technology Impact Fund holding 12,055,467 shares Class A Common Stock held after conversion

Technology Impact Growth Fund II holding 14,962,430 shares Class A Common Stock held after conversion

TIGF II Series 5 holding 5,448,761 shares Class A Common Stock held after conversion

TIGF II Series 7 holding 1,760,732 shares Class A Common Stock held after conversion

RSU grant size 9,259 units Restricted stock units representing Class A Common Stock

RSU vesting date May 14, 2027 Vests on earlier of 2027 annual meeting or this date

Converted preferred series 6 series Series B, C-1, C-3, D-1, D-3, E-1 converted to common

Key Terms

restricted stock unit, initial public offering, pecuniary interest, Rule 16a-2(a), +2 more

6 terms

restricted stock unit financial

"Each restricted stock unit ("RSU") represents a contingent right to receive one share..."

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

initial public offering financial

"converted into Class A Common Stock immediately prior to the completion of the Issuer's initial public offering..."

An initial public offering (IPO) is when a private company first sells its shares to the public and becomes a stock-listed company. It matters because it allows the company to raise money from a wide range of investors, helping it grow, while giving early shareholders a way to sell some of their ownership.

pecuniary interest financial

"disclaims beneficial ownership of such holdings, except to the extent of his pecuniary interest in the shares."

Rule 16a-2(a) regulatory

"is reported herein pursuant to Rule 16a-2(a)."

Section 12 of the Securities Exchange Act of 1934 regulatory

"prior to the Issuer's registration of a class of equity securities under Section 12 of the Securities Exchange Act of 1934..."

Class A Common Stock financial

"Each share of the Series B, Series C-1, Series C-3, Series D-1, Series D-3 and Series E-1 Preferred Stock converted into Class A Common Stock..."

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did FRVO’s Ion Yadigaroglu report in this Form 4?

Ion Yadigaroglu reported the conversion of multiple preferred stock series into 34,227,390 shares of Fervo Energy’s Class A Common Stock. These were non-cash derivative conversions completed immediately before the company’s initial public offering, rather than open-market buying or selling of shares.

How many Fervo Energy Class A shares are held by entities associated with Ion Yadigaroglu?

Following the reported transactions, entities associated with Ion Yadigaroglu hold 34,227,390 Class A shares. This includes 12,055,467 for Technology Impact Fund, 14,962,430 for Technology Impact Growth Fund II, 5,448,761 for TIGF II Series 5, and 1,760,732 for TIGF II Series 7.

Did this FRVO Form 4 show any insider stock sales or open-market purchases?

No open-market purchases or sales are reported. The filing shows conversions of preferred stock into Class A Common Stock and a grant of restricted stock units, all at a stated price of zero per share, reflecting non-cash recapitalization and compensation events rather than trading activity.

What restricted stock unit award did Ion Yadigaroglu receive from Fervo Energy?

Ion Yadigaroglu received 9,259 restricted stock units, each representing one Fervo Energy Class A share. The RSUs will vest in full on the earlier of the company’s 2027 annual meeting or May 14, 2027, aligning his compensation with future company performance.

How does Ion Yadigaroglu’s Form 4 describe his beneficial ownership of FRVO shares?

The Form 4 states that Yadigaroglu, as a manager of TIF Partners and TIGF Partners II, shares voting and disposition power over fund-held shares. It also notes he disclaims beneficial ownership of those holdings, except to the extent of his pecuniary interest in the shares.

What is the link between Fervo Energy’s IPO and the preferred stock conversions reported?

The footnotes explain that each share of the Series B, C-1, C-3, D-1, D-3 and E-1 Preferred Stock converted into Class A Common Stock immediately before completion of Fervo Energy’s initial public offering, pursuant to their terms, with no expiration date on this conversion right.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/18/2026 - 04:30 PM Learn about SEC filing dates

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).

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^*

Yadigaroglu Ion

(Last) (First) (Middle)

C/O FERVO ENERGY COMPANY

811 MAIN STREET, SUITE 1700

(Street)

HOUSTON TEXAS 77002

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Fervo Energy Co [ FRVO ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
12/04/2025

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

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

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

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
Class A Common Stock	05/14/2026		C		34,227,390	A	(1)	34,227,390	I	See Footnote(2)(3)

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 E-1 Preferred Stock	(1)	12/04/2025(4)		A		2,634,495		(1)	(1)	Class A Common Stock	2,634,495	$11.36	2,634,495	I	See Footnote(2)(3)
Restricted Stock Units	(5)	05/14/2026		A		9,259		(6)	(6)	Class A Common Stock	9,259	$0	9,259	D
Series B Preferred Stock	(1)	05/14/2026		C			6,368,028	(1)	(1)	Class A Common Stock	6,368,028	(1)	0	I	See Footnote(2)(3)
Series C-1 Preferred Stock	(1)	05/14/2026		C			8,523,393	(1)	(1)	Class A Common Stock	8,523,393	(1)	0	I	See Footnote(2)(3)
Series C-3 Preferred Stock	(1)	05/14/2026		C			4,266,992	(1)	(1)	Class A Common Stock	4,266,992	(1)	0	I	See Footnote(2)(3)
Series D-1 Preferred Stock	(1)	05/14/2026		C			4,261,341	(1)	(1)	Class A Common Stock	4,261,341	(1)	0	I	See Footnote(2)(3)
Series D-3 Preferred Stock	(1)	05/14/2026		C			8,173,141	(1)	(1)	Class A Common Stock	8,173,141	(1)	0	I	See Footnote(2)(3)
Series E-1 Preferred Stock	(1)	05/14/2026		C			2,634,495	(1)	(1)	Class A Common Stock	2,634,495	(1)	0	I	See Footnote(2)(3)

Explanation of Responses:

1. Each share of the Series B, Series C-1, Series C-3, Series D-1, Series D-3 and Series E-1 Preferred Stock converted into Class A Common Stock immediately prior to the completion of the Issuer's initial public offering pursuant to its terms and has no expiration date.

2. Following the transactions reported herein, consists of (i) 12,055,467 shares of Class A Common Stock held by Technology Impact Fund, LP, (ii) 14,962,430 shares of Class A Common Stock held by Technology Impact Growth Fund, II, L.P., (iii) 5,448,761 shares of Class A Common Stock held by TIGF II Direct Strategies LLC - Series 5 and (iv) 1,760,732 shares of Class A Common Stock held by TIGF II Direct Strategies LLC - Series 7.

3. TIF Partners, LLC is the general partner of Technology Impact Fund, LP and TIGF Partners II, LLC is the general partner of Technology Impact Growth Fund, II, L.P. and the manager of (i) TIGF II Direct Strategies LLC - Series 5 and (ii) TIGF II Direct Strategies LLC - Series 7. Ion Yadigaroglu, as a manager of TIF Partners, LLC and TIGF Partners II, LLC, shares the power to vote and dispose of the shares held by Technology Impact Fund, LP, Technology Impact Growth Fund, II, L.P., TIGF II Direct Strategies LLC - Series 5 and TIGF II Direct Strategies LLC - Series 7. Ion Yadigaroglu disclaims beneficial ownership of such holdings, except to the extent of his pecuniary interest in the shares.

4. This transaction occurred prior to the Issuer's registration of a class of equity securities under Section 12 of the Securities Exchange Act of 1934, as amended, in connection with the Issuer's initial public offering, and is reported herein pursuant to Rule 16a-2(a).

5. Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock.

6. The RSUs will vest in full on the earlier of the Issuer's 2027 Annual Meeting or May 14, 2027.

Remarks:

	/s/ Gustavo Torres, Attorney-in-Fact	05/18/2026
	** 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.
* Form 4: SEC 1474 (03-26)