Fervo Energy (FRVO) insider-linked funds convert 34.2M shares, add RSU grant
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.
Positive
- None.
Negative
- None.
Insights
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
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Restricted Stock Units | 9,259 | $0.00 | -- |
| Conversion | Series B Preferred Stock | 6,368,028 | $0.00 | -- |
| Conversion | Series C-1 Preferred Stock | 8,523,393 | $0.00 | -- |
| Conversion | Series C-3 Preferred Stock | 4,266,992 | $0.00 | -- |
| Conversion | Series D-1 Preferred Stock | 4,261,341 | $0.00 | -- |
| Conversion | Series D-3 Preferred Stock | 8,173,141 | $0.00 | -- |
| Conversion | Series E-1 Preferred Stock | 2,634,495 | $0.00 | -- |
| Conversion | Class A Common Stock | 34,227,390 | $0.00 | -- |
| Grant/Award | Series E-1 Preferred Stock | 2,634,495 | $11.36 | $29.93M |
Footnotes (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. 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. 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. 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). Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock. The RSUs will vest in full on the earlier of the Issuer's 2027 Annual Meeting or May 14, 2027.