Welcome to our dedicated page for THUMZUP MEDIA CORPORATION SEC filings (Ticker: TZUP), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
When you review Thumzup Media Corporation's disclosures, it’s not just about revenue lines; it’s about how fast the social-influence engine is converting likes into dollars. Investors typically open an SEC filing searching for user-growth metrics, ad-placement take rates and costs tied to the company’s mobile rewards platform. Yet those details are scattered across dozens of exhibits and footnotes—making even a single 10-K a time sink.
Stock Titan aggregates every document the moment it reaches EDGAR and layers AI-powered summaries over the text. Need the latest “Thumzup Media quarterly earnings report 10-Q filing”? One click delivers a concise breakdown of segment revenue, cash burn and advertiser churn. Wonder which executives sold shares yesterday? Our dashboard flags “Thumzup Media insider trading Form 4 transactions” and streams “Thumzup Media Form 4 insider transactions real-time” as they post. You can also jump directly to:
- 10-K annual report — “Thumzup Media annual report 10-K simplified” with platform KPIs and R&D spend.
- 8-K updates — “Thumzup Media 8-K material events explained” for partnership launches or capital raises.
- DEF 14A proxy — “Thumzup Media proxy statement executive compensation” covering incentive plans.
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Thumzup Media Corporation (Nasdaq: TZUP) has filed Amendment No. 1 to its Form S-3 shelf registration. The change corrects a footnote in the Selling Stockholder table but keeps the core terms intact. The filing registers 3,250,000 existing shares for resale by 11 selling stockholders—2.5 million shares privately sold by CEO Robert Steele at $0.50 per share and 750 thousand shares obtained via option assignment and exercise at $0.30. Thumzup will receive no proceeds from these resales.
The amendment follows the 7 July 2025 closing of a primary public offering of 108,336 Series C Convertible Preferred shares at $60 each, generating roughly $6.5 million gross. Each Series C converts 1:10 into common stock and is accompanied by 65,000 placement-agent warrants exercisable at $6.00.
After the offering, Thumzup has 9,677,720 common shares outstanding, but potential dilution is significant: options, warrants and preferred stock could add more than 5 million additional shares. The company also holds 19.106 bitcoin and has drawn $500,000 under a Master Loan Agreement with Coinbase that is collateralised by $1.25 million in bitcoin.
Risk disclosures highlight (i) a going-concern warning—cash of $1.0 million and working capital of $0.9 million as of 31 Mar 2025; (ii) reliance on further capital; (iii) bitcoin price volatility that could trigger collateral calls; and (iv) possible selling pressure from the newly registered shares.
Because the company will not issue new securities or raise funds through this S-3, the immediate financial impact is neutral, but investors should weigh dilution risk and liquidity constraints against the recent capital infusion from the Series C sale.
Thumzup Media Corp. (TZUP) – Form 4/A insider transaction
CEO, Director and 10% owner Robert A. Steele reported the sale of 2,500,000 common shares on 07 Jul 2025 at a stated price of $0.50 per share, implying proceeds of roughly $1.25 million. After the transaction, Steele’s direct holding stands at 604,780 shares. The filing is an amendment that corrects a prior Form 4 (filed 08 Jul 2025) which had understated beneficial ownership by 2,780 shares.
The filing discloses no derivative activity and confirms Steele continues to be a director, chief executive officer and >10% shareholder. No other material corporate events or financial data are included.
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