ZEO Form 4: Officer Sale Reduces Holdings; Indirect Stake Remains Large

Rhea-AI Filing Summary

Zeo Energy Corp. insider sale: Kalen Larsen, listed as COO and an officer of Zeo Energy (ZEO), reported a sale of 26,636 shares of Class A common stock on 09/03/2025 at a weighted-average price of $1.6111 per share. After the transaction, the reporting person is shown as beneficially owning 2,411,637 shares indirectly through JKae Holdings, LLC, and disclaims direct beneficial ownership of the shares held by that entity. The filer signed the Form 4 on 09/05/2025 and notes willingness to provide details about the per-price breakdown of the weighted average. The filing is a routine Section 16 disclosure of an officer sale and indicates an ongoing indirect ownership stake through an affiliated LLC.

Positive

• Timely disclosure of the officer sale pursuant to Section 16 is provided
• Clear reporting of indirect ownership through JKae Holdings, LLC and willingness to supply per-price breakdown

Negative

• Officer sale of 26,636 shares was reported, representing an actual disposition of company stock

Insights

Securities Analyst

TL;DR: Officer sold a small portion of holdings; large indirect stake remains via affiliated LLC.

The reported sale of 26,636 shares at a weighted-average price of $1.6111 represents a modest disposition relative to a reported indirect holding of 2,411,637 shares. The Form 4 discloses the indirect ownership vehicle (JKae Holdings, LLC) and includes an undertaking to provide the per-price breakdown of the weighted average sale price if requested. From a trading-impact perspective, the transaction is a standard officer sale and not, by itself, a material shift in control or ownership. Timing and rationale are not provided in the filing, so interpretation is limited to the disclosed facts.

Corporate Governance Expert

TL;DR: Disclosure meets Section 16 requirements; indirect ownership via LLC is appropriately reported.

The Form 4 appears to comply with disclosure obligations by reporting the disposition, the weighted-average price, and the resulting indirect beneficial ownership. The filing clarifies the relationship to JKae Holdings, LLC and includes a standard disclaimer regarding beneficial ownership of entity-held shares. No amendments or additional arrangements (e.g., Rule 10b5-1 plan) are disclosed. In governance terms, this is a routine insider report without accompanying governance actions or changes in officer status disclosed in this form.

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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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^*

Larsen Kalen

(Last) (First) (Middle)

7625 LITTLE ROAD, STE 200A

(Street)

NEW PORT RICHEY FL 34654

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Zeo Energy Corp. [ ZEO ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/03/2025

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
Class A Common Stock	09/03/2025		S		26,636	D	$1.6111(1)	2,411,637	I	See Footnote(2)

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. The price reported in Column 4 is a weighted average price of $1.6111. The Reporting Person undertakes to provide to the registrant, any security holder of the registrant, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range.

2. Comprises shares of Class A Common Stock of the Issuer held of record by JKae Holdings, LLC, for which the reporting person may be deemed to be the beneficial owner of shares held by such entity. The reporting person disclaims beneficial ownership over any such shares expected to be held by such entity.

	/s/ Kalen Larsen	09/05/2025
	** 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 did Zeo Energy (ZEO) insider Kalen Larsen report on Form 4?

The Form 4 reports a sale of 26,636 shares of Class A common stock on 09/03/2025 at a weighted-average price of $1.6111 per share.

How many shares does Kalen Larsen beneficially own after the transaction?

Following the reported sale, the filing shows indirect beneficial ownership of 2,411,637 shares held through JKae Holdings, LLC.

What is the reporting person's role at Zeo Energy?

The Form 4 lists the reporting person as an Officer with the title COO.

Does the filing provide a price breakdown for the sale?

The filing reports a weighted-average price of $1.6111 and states the reporting person will provide the per-price breakdown upon request.

When was the Form 4 signed?

The Form 4 is signed by /s/ Kalen Larsen on 09/05/2025.