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[Form 4] PEDEVCO CORP Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4
Rhea-AI Filing Summary

PEDEVCO (PED) reported insider equity awards on a Form 4 for its Chief Commercial Officer. On October 31, 2025, the officer received 300,000 shares of restricted common stock at $0 in consideration for services. These shares vest in three equal tranches on the one-, two-, and three-year anniversaries of the merger closing on October 31, 2025, subject to continued service.

The filing also reports 4,546 shares of Series A Convertible Preferred Stock, which automatically convert 10-for-1 into common stock after a 20-day period following distribution of an information statement under Rule 14c-2 that disclosed majority stockholder approval on October 31, 2025. The form lists a $5.5 price for the derivative security. Following these transactions, the officer beneficially owns 664,118 shares of common stock directly.

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*
Crook Jody D.

(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)
Director 10% Owner
X Officer (give title below) Other (specify below)
CHIEF COMMERCIAL OFFICER
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 10/31/2025(1) A 300,000(2) A $0(3) 664,118 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 (5) 10/31/2025 A 4,546 (4) (5) Common Stock 45,460 $5.5 4,546 D
Explanation of Responses:
1. Granted by the Board of Directors of the Issuer on October 29, 2025, contingent upon the closing of the transactions contemplated by that certain Agreement and Plan of Merger dated October 31, 2025 between the Issuer, NP Merger Sub, LLC, COG Merger Sub, LLC, North Peak Oil Gas, LLC, Century Oil and Gas Sub-Holdings, LLC, and, solely for purposes of the specified provisions therein, North Peak Oil Gas Holdings, LLC, which closed on October 31, 2025 (the "Closing Date").
2. The shares of Restricted Common Stock were issued to the Reporting Person pursuant to the Issuer's 2021 Equity Incentive Plan and are subject to forfeiture. The shares vest at the rate of (i) 1/3 on the one year anniversary of the Closing Date; (ii) 1/3 on the two year anniversary of the Closing Date; and (iii) 1/3 on the three year anniversary of the Closing Date, subject to the Reporting Person's continued service to the Company on such vesting dates, and subject to the terms and conditions of a Restricted Shares Grant Agreement entered into by and between the Issuer and the Reporting Person.
3. Issued to the Reporting Person in consideration for services rendered and agreed to be rendered to the Issuer as the Chief Commercial Officer of the Issuer.
4. 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.
5. 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 to the Form 3 filed by the Reporting Person on January 2, 2025.
/s/ Clark R. Moore, attorney-in-fact for Jody Crook 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).
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.

FAQ

What insider transaction did PED report on Form 4?

The CCO reported 300,000 restricted common shares at $0 for services and 4,546 Series A Convertible Preferred shares.

How do the PED restricted shares vest?

They vest 1/3 each on the one-, two-, and three-year anniversaries of October 31, 2025, subject to continued service.

What is the conversion ratio for PED’s Series A Preferred?

They convert to common stock at a 10-for-1 ratio after a 20-day period following distribution of a Rule 14c-2 information statement.

What triggers conversion of the Series A Preferred at PED?

Automatic conversion occurs after the 20-day period commencing on distribution of the information statement disclosing majority approval on October 31, 2025.

What is the reported price for the PED derivative security?

The Form 4 lists a $5.5 price for the derivative security.

How many PED common shares does the officer own after the transactions?

The officer beneficially owns 664,118 common shares directly after the reported transactions.
Pedevco

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PED Stock Data

57.73M
25.82M
70.82%
2.45%
0.15%
Oil & Gas E&P
Crude Petroleum & Natural Gas
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United States
HOUSTON