STOCK TITAN

PEDEVCO (PED) grants time- and performance-based RSUs to its Chief Commercial Officer

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

Rhea-AI Filing Summary

Crook Jody D. reported acquisition or exercise transactions in this Form 4 filing.

PEDEVCO CORP granted equity awards to Chief Commercial Officer Jody D. Crook. He received 16,050 time-based Restricted Stock Units (RSUs), each representing one future share of common stock, vesting in three equal installments on the first, second, and third anniversaries of a January 1, 2026 vesting start date, contingent on continued service.

He also received 7,020 performance-based RSUs tied to PEDEVCO’s total shareholder return versus a defined peer group over the fiscal 2026–2028 period. These performance RSUs are scheduled to cliff-vest on December 31, 2028, with an actual payout range of 0% to 200% of the target amount based on performance. Following these awards, Crook directly holds 33,417 shares of common stock, plus the new RSU grants.

Positive

  • None.

Negative

  • None.
Insider Crook Jody D.
Role Chief Commercial Officer
Type Security Shares Price Value
Grant/Award Restricted Stock Unit 16,050 $0.00 --
Grant/Award Performance-Based Restricted Stock Unit 7,020 $0.00 --
holding Common stock -- -- --
Holdings After Transaction: Restricted Stock Unit — 16,050 shares (Direct, null); Performance-Based Restricted Stock Unit — 7,020 shares (Direct, null); Common stock — 33,417 shares (Direct, null)
Footnotes (1)
  1. Each Restricted Stock Unit represents the contingent right to receive, at vesting and upon settlement, one share of common stock. Each Performance-Based Restricted Stock Unit represents the contingent right to receive, at vesting and upon settlement, shares of common stock of the Issuer. The actual number of shares issuable upon vesting may range from 0% to 200% of the target award based upon the level of achievement of the applicable performance criteria. The Restricted Stock Units (RSUs) vest, if at all, at the rate of (i) 1/3 of the total number of RSUs on the one (1) year anniversary of the January 1, 2026 vesting commencement date (the VCD); (ii) 1/3 of the total number of RSUs on the two (2) year anniversary of the VCD; and (iii) 1/3 of the total number of RSUs on the three (3) year anniversary of the VCD, subject to the Reporting Persons continued service to the Company on such vesting dates, and subject to the terms and conditions of a Restricted Stock Unit Award Grant Agreement entered into between the Company and the Reporting Person. RSUs do not expire; they either vest or are forfeited prior to vesting date. Issued under the Issuers 2021 Equity Incentive Plan. The Performance-Based Restricted Stock Units (PBRSUs), which PBRSUs will be earned based on the performance metrics applicable to the Issuers performance-based equity award program previously approved for management for the fiscal 2026 through fiscal 2028 performance period, which generally provide for the cliff-vesting of 100% of the PBRSUs on December 31, 2028, subject to the Reporting Persons continued service through that date and based on the Issuers total shareholder return (TSR) over the period, with payout ranging from 0% to 200% of target based on relative TSR percentile ranking against a defined peer group, and further subject to the terms and conditions of a Performance-Based Restricted Stock Unit Award Grant Agreement entered into between the Issuer and the Reporting Person. PBRSUs do not expire; they either vest or are forfeited prior to vesting. Issued under the Issuers 2021 Equity Incentive Plan. The Target number of shares is reported. Possible payout ranges from 0% to 200%, based on the level of achievement of the applicable performance criteria during the applicable performance period.
Time-based RSUs granted 16,050 units Restricted Stock Units granted to CCO, each for one share
Performance-based RSUs granted (target) 7,020 units Target number of PBRSUs tied to TSR performance
Payout range for performance RSUs 0%–200% of target Based on achievement of performance criteria
Common shares held after transactions 33,417 shares Direct common stock holdings of Jody D. Crook
Time-based RSU vesting start date January 1, 2026 Vesting commencement date for time-based RSUs
Performance RSU performance period Fiscal 2026–2028 Period over which TSR is measured
Performance RSU cliff-vesting date December 31, 2028 Scheduled vesting date for PBRSUs, subject to conditions
Restricted Stock Unit financial
"The Restricted Stock Units (RSUs) vest, if at all, at the rate of (i) 1/3 of the total number of RSUs..."
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
Performance-Based Restricted Stock Unit financial
"The Performance-Based Restricted Stock Units (PBRSUs), which PBRSUs will be earned based on the performance metrics..."
A performance-based restricted stock unit is a promise of company shares given to an employee that only becomes actual stock if specific performance targets are met and any required time at the company is completed. For investors, these awards matter because they can dilute existing shares when earned and signal management’s confidence or the company’s expected future performance, much like a bonus cheque that only clears when pre-set goals are reached.
total shareholder return financial
"based on the Issuers total shareholder return (TSR) over the period, with payout ranging from 0% to 200% of target..."
Total shareholder return is the overall gain an investor gets from owning a stock, combining changes in the share price plus any cash payouts like dividends, and assuming those payouts are reinvested in more shares. Investors use it like a single score that shows the true return on their investment—similar to checking both the growth of a savings account and the interest earned—to compare how well different companies or investments perform over time.
2021 Equity Incentive Plan financial
"Issued under the Issuers 2021 Equity Incentive Plan."
See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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 TEXAS 77079

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
PEDEVCO CORP [ PED ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Commercial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/22/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common stock33,417D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Unit(1)06/22/2026A16,050 (3) (3)Common Stock16,050$0.0016,050D
Performance-Based Restricted Stock Unit(2)06/22/2026A7,020 (4) (4)Common Stock7,020(5)$0.007,020D
Explanation of Responses:
1. Each Restricted Stock Unit represents the contingent right to receive, at vesting and upon settlement, one share of common stock.
2. Each Performance-Based Restricted Stock Unit represents the contingent right to receive, at vesting and upon settlement, shares of common stock of the Issuer. The actual number of shares issuable upon vesting may range from 0% to 200% of the target award based upon the level of achievement of the applicable performance criteria.
3. The Restricted Stock Units (RSUs) vest, if at all, at the rate of (i) 1/3 of the total number of RSUs on the one (1) year anniversary of the January 1, 2026 vesting commencement date (the VCD); (ii) 1/3 of the total number of RSUs on the two (2) year anniversary of the VCD; and (iii) 1/3 of the total number of RSUs on the three (3) year anniversary of the VCD, subject to the Reporting Persons continued service to the Company on such vesting dates, and subject to the terms and conditions of a Restricted Stock Unit Award Grant Agreement entered into between the Company and the Reporting Person. RSUs do not expire; they either vest or are forfeited prior to vesting date. Issued under the Issuers 2021 Equity Incentive Plan.
4. The Performance-Based Restricted Stock Units (PBRSUs), which PBRSUs will be earned based on the performance metrics applicable to the Issuers performance-based equity award program previously approved for management for the fiscal 2026 through fiscal 2028 performance period, which generally provide for the cliff-vesting of 100% of the PBRSUs on December 31, 2028, subject to the Reporting Persons continued service through that date and based on the Issuers total shareholder return (TSR) over the period, with payout ranging from 0% to 200% of target based on relative TSR percentile ranking against a defined peer group, and further subject to the terms and conditions of a Performance-Based Restricted Stock Unit Award Grant Agreement entered into between the Issuer and the Reporting Person. PBRSUs do not expire; they either vest or are forfeited prior to vesting. Issued under the Issuers 2021 Equity Incentive Plan.
5. The Target number of shares is reported. Possible payout ranges from 0% to 200%, based on the level of achievement of the applicable performance criteria during the applicable performance period.
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 D. Crook06/23/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What equity awards did PEDEVCO (PED) grant to Jody D. Crook?

PEDEVCO granted Chief Commercial Officer Jody D. Crook 16,050 time-based Restricted Stock Units and 7,020 performance-based RSUs. Each unit represents one share of common stock, subject to vesting, service conditions, and, for performance units, future total shareholder return metrics.

How do the time-based RSUs granted by PEDEVCO to its CCO vest?

The 16,050 Restricted Stock Units vest in three equal installments. One-third vests on each of the first, second, and third anniversaries of the January 1, 2026 vesting commencement date, contingent on Crook’s continued service and the applicable award agreement terms.

How are PEDEVCO performance-based RSUs for Jody Crook earned and paid out?

The 7,020 performance-based RSUs are earned based on PEDEVCO’s total shareholder return versus a peer group for fiscal 2026–2028. They are scheduled to cliff-vest on December 31, 2028, with payout ranging from 0% to 200% of target depending on relative TSR performance.

What does each PEDEVCO Restricted Stock Unit represent for the holder?

Each PEDEVCO Restricted Stock Unit or performance-based RSU represents a contingent right to receive common stock at vesting and settlement. If vesting conditions are not met, units are generally forfeited under the terms of the applicable equity award agreements.

Under which plan were PEDEVCO’s RSU and performance RSU awards issued?

Both the time-based RSUs and performance-based RSUs were issued under PEDEVCO’s 2021 Equity Incentive Plan. The plan governs terms such as vesting schedules, forfeiture conditions, and performance metrics specified in the related award grant agreements.

How many PEDEVCO common shares does Jody Crook hold after these awards?

After these awards, Jody D. Crook directly holds 33,417 shares of PEDEVCO common stock. This common stock position is separate from the newly granted RSUs and performance-based RSUs, which will convert to shares only if and when they vest.