Pedevco (PED) CEO surrenders shares to cover taxes on vesting stock awards

Rhea-AI Filing Summary

Pedevco Corp’s President and CEO John Douglas Schick reported two Form 4 transactions showing shares surrendered to cover taxes on vesting restricted stock. On January 23, 2026, he surrendered 34,592 common shares at $0.58 per share, leaving 3,475,875 shares owned directly.

On January 26, 2026, he surrendered a further 76,132 common shares at $0.593 per share, after which he directly owned 3,399,743 common shares. The footnotes clarify these were shares returned to the company for tax withholding; no shares were issued or sold in open-market transactions.

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

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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^*

Schick John Douglas

(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
X	Officer (give title below)		Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
01/23/2026

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	01/23/2026		F		34,592(1)	D	$0.58(1)	3,475,875	D
Common Stock	01/26/2026		F		76,132(2)	D	$0.593(2)	3,399,743	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

Explanation of Responses:

1. Represents shares of common stock of the Issuer surrendered to the Issuer to satisfy tax withholding obligations in connection with the vesting of 116,667 shares of restricted stock granted to the reporting person on January 23, 2023. No shares were issued or sold in this transaction. The per-share value assigned to the shares surrendered reflects the price per share on the date on which the shares vested as reported on the NYSE American.

2. Represents shares of common stock of the Issuer surrendered to the Issuer to satisfy tax withholding obligations in connection with the vesting of 175,000 shares of restricted stock granted to the reporting person on January 26, 2024. No shares were issued or sold in this transaction. The per-share value assigned to the shares surrendered reflects the price per share on the date on which the shares vested as reported on the NYSE American.

Remarks:

See Power of Attorney filed as Exhibit 24.1 to the Form 4 filed by Reporting Person on January 15, 2020.

	/s/ Clark R. Moore, attorney-in-fact for J.Douglas Schick	01/27/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did PED’s CEO report on this Form 4?

Pedevco’s CEO John Douglas Schick reported two tax-withholding transactions. He surrendered 34,592 shares on January 23, 2026, and 76,132 shares on January 26, 2026, both in connection with vesting restricted stock awards rather than open-market trades.

Were any Pedevco (PED) shares sold on the open market in this Form 4?

No open-market sales occurred. The filing states the shares were surrendered back to Pedevco to satisfy tax withholding obligations upon vesting of restricted stock. The footnotes explicitly note that no shares were issued or sold in these transactions.

How many PED shares did the CEO surrender for taxes and at what prices?

John Douglas Schick surrendered 34,592 Pedevco common shares at $0.58 per share on January 23, 2026, and 76,132 shares at $0.593 per share on January 26, 2026, to cover tax withholding on vesting restricted stock awards.

How many Pedevco (PED) shares does the CEO own after these transactions?

After the January 23, 2026 surrender, Schick directly owned 3,475,875 Pedevco common shares. Following the January 26, 2026 transaction, his direct ownership stood at 3,399,743 common shares, as reported in the Form 4 ownership columns.

What equity awards triggered the PED CEO’s tax-withholding share surrenders?

The first surrender related to vesting of 116,667 restricted shares granted January 23, 2023. The second related to vesting of 175,000 restricted shares granted January 26, 2024. In each case, shares were returned to cover taxes when those restricted stock grants vested.

How were the per-share values determined for the PED CEO’s surrendered shares?

The per-share values of $0.58 and $0.593 were based on Pedevco’s share price on the vesting dates. The filing notes they reflect the price per share on those vesting dates as reported on the NYSE American exchange.