Zedge (ZDGE) director reports 12,027-share Restricted Stock award

Rhea-AI Filing Summary

Zedge, Inc. director received a grant of 12,027 shares of Class B common stock on 01/05/2026. The filing describes this as Restricted Stock that vests in full immediately, meaning the director gains full ownership of these shares right away.

After this grant, the director beneficially owns 240,109 shares of Class B common stock. This total consists of 120,917 fully vested Restricted Stock shares and 119,192 shares held directly. The value of the new Restricted Stock grant is based on an average closing price of $2.91 per share for the company’s Class B common stock during December 2025.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider GIBBER ELLIOT

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Class B Common Stock, par value $.01 per share	12,027	$2.91	$35K

Holdings After Transaction: Class B Common Stock, par value $.01 per share — 240,109 shares (Direct)

Footnotes (1)

1. Grant of Restricted Stock that vests in full immediately. Represents the average closing price of the Company's Class B common stock during December 2025. Consists of 120,917 fully vested shares of Restricted Stock and 119,192 shares held directly.

Form 4 Insider Transactions: What Each Field Means →

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
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^*

GIBBER ELLIOT

(Last) (First) (Middle)

C/O ZEDGE, INC.

1178 BROADWAY, SUITE 1450, 3RD FLOOR

(Street)

NEW YORK NY 10001

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Zedge, Inc. [ ZDGE ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/05/2026

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
Class B Common Stock, par value $.01 per share	01/05/2026		A		12,027(1)	A	$2.91(2)	240,109(3)	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. Grant of Restricted Stock that vests in full immediately.

2. Represents the average closing price of the Company's Class B common stock during December 2025.

3. Consists of 120,917 fully vested shares of Restricted Stock and 119,192 shares held directly.

	Joyce J. Mason, by Power of Attorney	01/06/2026
	** 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 Zedge (ZDGE) report in this Form 4?

The report shows a director received a grant of 12,027 shares of Zedge, Inc. Class B common stock as Restricted Stock on 01/05/2026, which vested in full immediately.

What type of Zedge (ZDGE) security was granted to the director?

The director received Restricted Stock in the form of Class B common stock with a par value of $0.01 per share. The award vested fully at the time of grant.

How many Zedge (ZDGE) shares does the director own after this transaction?

Following the transaction, the director beneficially owns 240,109 shares of Zedge Class B common stock, consisting of 120,917 fully vested Restricted Stock shares and 119,192 shares held directly.

What price was used to value the Zedge (ZDGE) Restricted Stock grant?

The grant is referenced at $2.91 per share, which represents the average closing price of Zedge’s Class B common stock during December 2025.

What is the relationship of the reporting person to Zedge (ZDGE)?

The reporting person is identified as a Director of Zedge, Inc. and files the Form 4 as a single reporting person.

Does the Zedge (ZDGE) Form 4 include any derivative securities transactions?

The section for derivative securities (such as options or warrants) is present but shows no reported derivative transactions or holdings in this excerpt.