[Form 4] Volcon, Inc. Common stock Insider Trading Activity

Rhea-AI Filing Summary

Volcon, Inc. (VLCN) – Form 3 insider filing records the initial beneficial ownership of Co-Chief Executive Officer & Chairman Ryan M. Lane as of 07/17/2025.

• Indirect common stock: 26,594 shares held through various Empery Funds.
• Derivative securities:
  • 834 common warrants, strike $1.856, exp. 11/22/2029.
  • 493,750 common warrants, strike $16.00, exp. 02/16/2030.
  • 340,624 pre-funded warrants, strike $0.00008, no fixed expiry.
  • 4,323 pre-funded warrants, strike $0.00001, no fixed expiry.
• All warrants are exercisable once conditions are met and are capped by a 4.99 % beneficial-ownership limit.
• Lane files individually; no transactions occurred—filing only establishes statutory disclosure under Section 16(a).

The disclosure clarifies insider equity alignment but does not signal new capital raises, purchases or sales.

Insights

Financial Analyst

TL;DR: Routine Form 3; establishes Lane’s 26.6 K shares and sizable warrant position, no immediate valuation impact.

This filing merely satisfies Section 16(a) requirements for a new officer/ director. While the indirect holdings (26,594 shares) are modest, the derivatives expose Lane to potentially >840 K additional shares at de-minimis exercise prices, indicating material upside alignment if the stock appreciates. Because all instruments are subject to a 4.99 % cap, near-term dilution is limited. No cash changes hands at filing, so the event is neutral for valuation but useful for assessing insider incentives and future dilution potential.

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

OMB APPROVAL

OMB Number:			3235-0287
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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).

1. Name and Address of Reporting Person^*

Lane Ryan M.

(Last) (First) (Middle)

C/O VOLCON, INC.

3121 EAGLES NEST STREET, SUITE 120

(Street)

ROUND ROCK TX 78665

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Volcon, Inc. [ VLCN ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Co-Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
07/17/2025

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	07/21/2025		A		100,000(1)	A	$10	100,000	D
Common Stock	07/21/2025		A		2,500,000(2)(3)	A	$10	2,526,594	I	See Footnote(3)

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
Stock options (right to buy)	$10	07/17/2025		A		1,792,812		(4)	07/17/2035	Common Stock	1,792,812	(5)	1,792,812	D

Explanation of Responses:

1. The shares of common stock were purchased by the Reporting Person in the Issuer's recently announced private placement with certain accredited and institutional investors, which closed on July 21, 2025.

2. The shares of common stock were purchased by each of Empery Asset Master, LTD, Empery Tax Efficient, LP and Empery Tax Efficient III, LP (collectively the "Empery Purchasers") in in the Issuer's recently announced private placement with certain accredited and institutional investors, which closed on July 21, 2025.

3. Empery Asset Management, LP (the "Investment Manager"), serves as the investment manager to each of the Empery Purchasers and certain other funds holding shares of the Issuer's common stock (collectively, the "Empery Funds"). The Reporting Person is a Managing Member of Empery AM GP, LLC (the "General Partner"), the general partner of the Investment Manager. The Investment Manager may be deemed to be the beneficial owner of all of the common stock held by the Empery Funds. The Reporting Person, as Managing Member of the General Partner of the Investment Manager with the power to exercise investment discretion, may be deemed to be the beneficial owner of all of the common stock held by the Empery Funds. The Reporting Person is the Issuer's Co-Chief Executive Officer and Chairman of its board of directors. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

4. The stock options vest based upon the daily volume weighted average price ("VWAP") of the Issuer's common stock, vesting as to 20% of the underlying shares of common stock upon the VWAP reaching $10 and then in incremental 20% installments until becoming fully vested upon a VWAP of $30. All vesting is subject to the approval by the Issuer's stockholder of a new stock option plan.

5. The stock options were issued by the Issuer in connection with the Reporting Person's employment service as Co-Chief Executive Officer and chairman of the board of directors of the Issuer on July 17, 2025. All vesting is subject to the approval by the Issuer's stockholders of a new stock option plan.

	/s/ Ryan Matthew Lane	07/21/2025
	** 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

How many Volcon (VLCN) common shares does Ryan M. Lane currently report owning?

26,594 shares, all held indirectly through Empery Funds.

What derivative securities did Lane disclose in the Form 3?

He reported common stock warrants and pre-funded warrants totaling 839,531 underlying shares.

What is the ownership cap on Lane’s warrants and pre-funded warrants?

Each instrument is subject to a 4.99 % beneficial-ownership limitation.

What are the exercise prices of the pre-funded warrants?

340,624 warrants have a strike of $0.00008; 4,323 warrants have a strike of $0.00001.

Does the filing indicate any recent purchase or sale of VLCN shares?

No. The Form 3 only establishes initial ownership; it reports no transactions.

What is Ryan Lane’s role at Volcon?

He is the company’s Co-Chief Executive Officer and Chairman of the board.