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PED filing shows 2.80M Series A Preferred at $5.5; 10:1 convert

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

PEDEVCO (PED) reporting persons, including Simon Kukes and The SGK 2018 Revocable Trust, reported acquiring 2,801,814 shares of Series A Convertible Preferred Stock on October 31, 2025 (code A). Each preferred share automatically converts into common stock at a 10‑for‑1 ratio on the “Automatic Conversion Date” following distribution of an information statement disclosing majority stockholder approval that occurred on October 31, 2025. The price of the derivative security was $5.5 per preferred share.

The filing also lists common stock beneficial ownership after the reported transactions: 8,121,950 shares held directly, 51,791,325 shares held indirectly through The SGK 2018 Revocable Trust, and 3,000 shares held indirectly by spouse. The trust is shown as holding 2,801,814 preferred shares following the transaction, corresponding to 28,018,140 underlying common shares under the stated conversion ratio.

Positive

  • None.

Negative

  • None.
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
Estimated average burden
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*
KUKES SIMON G

(Last) (First) (Middle)
575 N. DAIRY ASHFORD
ENERGY CENTER II, SUITE 210

(Street)
HOUSTON TX 77079

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
PEDEVCO CORP [ PED ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Executive Chairman
3. Date of Earliest Transaction (Month/Day/Year)
10/31/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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 8,121,950 D
Common Stock 51,791,325 I Through The SGK 2018 Revocable Trust
Common Stock 3,000 I By Spouse
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 A Convertible Preferred Stock (2) 10/31/2025 A 2,801,814 (1) (2) Common Stock 28,018,140 $5.5 2,801,814 I Through The SGK 2018 Revocable Trust
1. Name and Address of Reporting Person*
KUKES SIMON G

(Last) (First) (Middle)
575 N. DAIRY ASHFORD
ENERGY CENTER II, SUITE 210

(Street)
HOUSTON TX 77079

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Executive Chairman
1. Name and Address of Reporting Person*
SGK 2018 REVOCABLE TRUST

(Last) (First) (Middle)
575 N. DAIRY ASHFORD
ENERGY CENTER II, SUITE 210

(Street)
HOUSTON TX 77079

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
Explanation of Responses:
1. The Convertible Series A Preferred Stock is not convertible until the expiration of the twenty calendar day period (the "Automatic Conversion Date") commencing on the distribution to the Issuer's shareholders in accordance with Rule 14c-2 of Regulation 14C promulgated under the Securities and Exchange Act of 1934, as amended, of an information statement disclosing, among other things, the approval of such conversion and related matters by the majority stockholders of the Issuer which occurred on October 31, 2025.
2. The Convertible Series A Preferred Stock have no expiration date, but automatically convert into common stock of the Issuer in a ratio of 10-for-1 on the Automatic Conversion Date.
Remarks:
See the Power of Attorney filed as Exhibit 24.1 to the Form 4 filed by the Reporting Persons on June 19, 2019 and the Power of Attorney filed as Exhibit 24.3 to the Form 4 filed by the Reporting Persons on October 5, 2022.
/s/ Clark R. Moore, attorney-in-fact for Simon Kukes 11/10/2025
/s/ Clark R. Moore, attorney-in-fact for Simon Kukes, as Trustee of The SGK 2018 Revocable Trust 11/10/2025
** 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.
Pedevco

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PED Stock Data

56.73M
26.78M
70.82%
2.45%
0.15%
Oil & Gas E&P
Crude Petroleum & Natural Gas
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United States
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