[Form 4] UPEXI, INC. Insider Trading Activity

Rhea-AI Filing Summary

Upexi, Inc. (UPXI) reported that Chief Financial Officer and director Andrew Norstrud acquired 240,000 shares of common stock on 10/01/2025 in a transaction reported on Form 4. The shares were granted at a stated price of $0 per share as an equity award.

The filing notes that these shares were granted under the issuer's Equity Incentive Plan and are scheduled to vest quarterly in equal installments over 12 months beginning October 1, 2026. Following this grant, Norstrud beneficially owns 649,138 shares of common stock, held directly.

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^*

Norstrud Andrew James

(Last) (First) (Middle)

3030 NORTH ROCKY POINT DRIVE

SUITE 420

(Street)

TAMPA FL 33607

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
UPEXI, INC. [ UPXI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025

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	10/01/2025		A		240,000(1)(2)	A	$0	$649,138	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. Vests quarterly in equal installments over 12 months beginning October 1, 2026.

2. The shares of Common Stock reported herein were granted pursuant to the Issuer's Equity Incentive Plan.

Remarks:

	/s/ Andrew Norstrud	11/21/2025
	** 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 Upexi (UPXI) report for its CFO?

Upexi reported that its Chief Financial Officer and director, Andrew Norstrud, received an equity grant of 240,000 shares of common stock on 10/01/2025.

At what price were the 240,000 Upexi (UPXI) shares granted to the CFO?

The 240,000 shares of Upexi common stock granted to the CFO were reported at a price of $0 per share, indicating a stock award rather than an open-market purchase.

How do the newly granted Upexi (UPXI) shares vest for the CFO?

The filing states that the 240,000 shares will vest quarterly in equal installments over 12 months beginning October 1, 2026.

Under what plan were the new Upexi (UPXI) shares granted?

The 240,000 shares of common stock were granted under Upexi's Equity Incentive Plan, as disclosed in the Form 4 footnotes.

How many Upexi (UPXI) shares does the CFO beneficially own after this grant?

After the reported transaction, Andrew Norstrud beneficially owns 649,138 shares of Upexi common stock, held in direct ownership.

What is Andrew Norstrud’s role and relationship to Upexi (UPXI)?

Andrew Norstrud is disclosed as both a Director and an Officer of Upexi, serving as Chief Financial Officer, and is a reporting person on this Form 4.