Pedevco (PED): Director reports 100,000 Series A preferred at $5.5

Rhea-AI Filing Summary

Pedevco Corp (PED) director John J. Scelfo reported acquiring 100,000 shares of Series A Convertible Preferred Stock on 10/31/2025, indirectly through the John J. Scelfo Revocable Trust. The filing lists a $5.5 price for the derivative security and notes that the preferred automatically converts into common stock at a 10-for-1 ratio on the “Automatic Conversion Date.”

Per the disclosure, the preferred is not convertible until the expiration of a twenty calendar day period commencing on the distribution to shareholders of an information statement under Rule 14c‑2 of Regulation 14C, which discloses, among other things, approval by the majority stockholders on October 31, 2025. The derivative represents 1,000,000 shares of common stock underlying the preferred upon conversion. Following the reported transactions, Scelfo beneficially owned 674,500 shares of common stock directly.

Insights

Equity ownership & securities structure analyst

Routine insider acquisition of preferred that auto-converts 10-for-1.

The filing shows a director acquired 100,000 shares of Series A Convertible Preferred on 10/31/2025, indirectly via a trust. The security carries an automatic conversion feature into common at a 10-for-1 ratio, mapping to 1,000,000 underlying common shares. A price of $5.5 is listed for the derivative.

Convertibility is conditioned: the preferred is not convertible until the expiration of a twenty calendar day period that begins upon distribution of a Rule 14c‑2 information statement disclosing majority stockholder approval, which occurred on October 31, 2025. There is no expiration date for the preferred prior to automatic conversion.

As context, the individual held 674,500 shares of common stock directly after the reported transactions. Actual market impact depends on conversion mechanics and holder actions; the filing does not state issuer proceeds or sale activity.

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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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^*

SCELFO JOHN J

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

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)

X	Form filed by One Reporting Person
	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								674,500	D

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		100,000		(1)	(2)	Common Stock	1,000,000	$5.5	100,000	I	Through the John J. Scelfo Revocable Trust Dated October 8, 2003

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 Power of Attorney filed as Exhibit 24.1 to the Form 4 filed by the Reporting Person on July 12, 2019.

	/s/ Clark R. Moore, attorney-in-fact for John J. Scelfo	11/04/2025
	** 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).
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FAQ

What did PED director John J. Scelfo report acquiring on the Form 4?

He reported acquiring 100,000 shares of Series A Convertible Preferred Stock on 10/31/2025, indirectly through his revocable trust.

What is the conversion ratio and underlying common stock for PED's Series A preferred?

The preferred automatically converts 10-for-1, representing 1,000,000 shares of common stock underlying the reported preferred.

When does the Series A preferred become convertible for PED?

It is not convertible until the expiration of a twenty calendar day period commencing on distribution of a Rule 14c‑2 information statement following majority approval on October 31, 2025.

What price is listed for the PED derivative security?

The filing lists a price of $5.5 for the derivative security.

How many PED common shares did the reporting person hold after the transactions?

He beneficially owned 674,500 shares of common stock directly after the reported transactions.

How is the PED preferred held by the reporting person?

It is held indirectly through the John J. Scelfo Revocable Trust Dated October 8, 2003.