STOCK TITAN

SurgePays (NASDAQ: SURG) CEO awarded 500,000 shares and gifts stock

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

Rhea-AI Filing Summary

SurgePays, Inc. CEO and Chairman Kevin Brian Cox reported several stock transactions involving company common shares. On March 23, 2026, he elected to convert $1,000,000 owed to him under a consolidated promissory note into 800,000 shares of common stock at $1.25 per share, issued under the 2022 Omnibus Securities and Incentive Plan.

On March 24, 2026, he made a bona fide gift of 270,745 shares to the LC Marital Trust Dated May 17, 2021. On April 1, 2026, he was awarded an additional 500,000 shares pursuant to his employment agreement and the same incentive plan, resulting in 1,300,000 shares held directly.

Following these transactions, Mr. Cox is also deemed to beneficially own 270,745 shares via the LC Marital Trust, 4,569,384 shares through BLC Family Investments LLC, and 561,758 shares through SMDMM Funding LLC.

Positive

  • None.

Negative

  • None.
Insider Cox Kevin Brian
Role CEO & Chairman
Type Security Shares Price Value
Grant/Award Common Stock 500,000 $0.00 --
Gift Common Stock 270,745 $0.00 --
Gift Common Stock 270,745 $0.00 --
Grant/Award Common Stock 800,000 $1.25 $1.00M
Holdings After Transaction: Common Stock — 1,300,000 shares (Direct); Common Stock — 270,745 shares (Indirect, By LC Marital Trust Dated May 17, 2021)
Footnotes (1)
  1. On March 23, 2026, Mr. Cox elected to convert $1,000,000 owed to him by the issuer under the consolidated promissory note issued by the issuer to Mr. Cox on or about March 12, 2024, into shares of issuer common stock at $1.25/share (into 800,000 shares of common stock). Those shares were awarded to Mr. Cox on or about March 23, 2026, pursuant to the issuer's 2022 Omnibus Securities and Incentive Plan. On March 24, 2026, Mr. Cox transferred 270,745 to a family trust, the LC Marital Trust Dated May 17, 2021, for no consideration. On April 1, 2026, the issuer awarded Mr. Cox 500,000 shares pursuant to Mr. Cox's employment agreement with the issuer, as amended, and the issuer's 2022 Omnibus Securities and Incentive Plan. Following the award, Mr. Cox directly held 1,300,000 shares of common stock, and Mr. Cox is also deemed to beneficially own the following shares: (i) 270,745 shares of common stock held in the name of the LC Marital Trust Dated May 17, 2021, (ii) 4,569,384 shares held in the name of BLC Family Investments LLC, and (iii) 561,758 shares held in the name of SMDMM Funding LLC.
Debt converted $1,000,000 Amount owed under consolidated promissory note converted on March 23, 2026
Shares from conversion 800,000 shares Common stock issued at $1.25/share upon debt conversion and award on March 23, 2026
Awarded shares 500,000 shares Common stock awarded on April 1, 2026 under employment agreement and 2022 plan
Gifted shares 270,745 shares Bona fide gift to LC Marital Trust on March 24, 2026
Direct holdings after award 1,300,000 shares Direct SurgePays common stock held by Kevin Cox after April 1, 2026 award
BLC Family Investments LLC holdings 4,569,384 shares Shares of common stock held in the name of BLC Family Investments LLC
SMDMM Funding LLC holdings 561,758 shares Shares of common stock held in the name of SMDMM Funding LLC
LC Marital Trust holdings 270,745 shares Shares of common stock held by LC Marital Trust Dated May 17, 2021
consolidated promissory note financial
"owed to him by the issuer under the consolidated promissory note issued by the issuer"
2022 Omnibus Securities and Incentive Plan financial
"those shares were awarded to Mr. Cox ... pursuant to the issuer's 2022 Omnibus Securities and Incentive Plan"
bona fide gift financial
"transaction_code_description": "Bona fide gift""
beneficially own financial
"Mr. Cox is also deemed to beneficially own the following shares"
Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.
employment agreement financial
"awarded Mr. Cox 500,000 shares pursuant to Mr. Cox's employment agreement with the issuer"
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*
Cox Kevin Brian

(Last)(First)(Middle)
3124 BROTHER BLVD, SUITE 410

(Street)
BARLETT TENNESSEE 38133

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
SurgePays, Inc. [ SURG ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
CEO & Chairman
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/23/2026
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 Stock(1)03/23/2026A800,000A$1.25(1)1,070,745D
Common Stock(2)03/24/2026G270,745D$0(2)800,000D
Common Stock(2)03/24/2026G270,745A$0(2)270,745IBy LC Marital Trust Dated May 17, 2021
Common Stock(3)04/01/2026A500,000A$0(3)1,300,000D
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
Explanation of Responses:
1. On March 23, 2026, Mr. Cox elected to convert $1,000,000 owed to him by the issuer under the consolidated promissory note issued by the issuer to Mr. Cox on or about March 12, 2024, into shares of issuer common stock at $1.25/share (into 800,000 shares of common stock). Those shares were awarded to Mr. Cox on or about March 23, 2026, pursuant to the issuer's 2022 Omnibus Securities and Incentive Plan.
2. On March 24, 2026, Mr. Cox transferred 270,745 to a family trust, the LC Marital Trust Dated May 17, 2021, for no consideration.
3. On April 1, 2026, the issuer awarded Mr. Cox 500,000 shares pursuant to Mr. Cox's employment agreement with the issuer, as amended, and the issuer's 2022 Omnibus Securities and Incentive Plan. Following the award, Mr. Cox directly held 1,300,000 shares of common stock, and Mr. Cox is also deemed to beneficially own the following shares: (i) 270,745 shares of common stock held in the name of the LC Marital Trust Dated May 17, 2021, (ii) 4,569,384 shares held in the name of BLC Family Investments LLC, and (iii) 561,758 shares held in the name of SMDMM Funding LLC.
/s/ Kevin Brian Cox04/07/2026
** 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 debt did SurgePays (SURG) CEO Kevin Cox convert into stock?

Kevin Cox converted $1,000,000 owed to him under a consolidated promissory note into SurgePays common stock. The conversion occurred at $1.25 per share, resulting in 800,000 shares issued under the company’s 2022 Omnibus Securities and Incentive Plan.

How many SurgePays (SURG) shares did the CEO receive as awards?

Kevin Cox received 800,000 shares on March 23, 2026 via debt conversion and award mechanics, and an additional 500,000 shares on April 1, 2026. Both issuances were made under his agreements and the 2022 Omnibus Securities and Incentive Plan.

What gift transaction did the SurgePays (SURG) CEO report?

On March 24, 2026, Kevin Cox reported a bona fide gift of 270,745 shares of SurgePays common stock. These shares were transferred for no consideration to the LC Marital Trust Dated May 17, 2021, which now holds that amount.

What are Kevin Cox’s direct SurgePays (SURG) share holdings after these transactions?

After the April 1, 2026 share award, Kevin Cox directly held 1,300,000 shares of SurgePays common stock. This figure reflects his direct ownership only and excludes additional shares he is deemed to beneficially own through trusts and LLCs.

What indirect SurgePays (SURG) holdings is the CEO deemed to beneficially own?

Kevin Cox is deemed to beneficially own 270,745 shares held by the LC Marital Trust, 4,569,384 shares held by BLC Family Investments LLC, and 561,758 shares held by SMDMM Funding LLC, in addition to his directly held SurgePays common stock.

Were Kevin Cox’s recent SurgePays (SURG) transactions open-market buys or sells?

The reported transactions were grants/awards, a debt conversion, and a bona fide gift. There were no open-market purchases or sales; the filings show award acquisitions and a transfer to a family trust for no consideration.