Welcome to our dedicated page for Banzai International SEC filings (Ticker: bnzi), 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.
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Banzai International (BNZI): Form 4 insider activity — CP BF Lending, LLC and Brad Shain reported a note conversion and same‑day sale. A convertible note was converted into 62,700 shares of Class A common stock on 11/06/2025, then 62,700 shares were sold at a weighted average price of $2.8056 per share.
Following these transactions, the filing shows 4 shares of Class A common stock beneficially owned directly. The derivative table lists 2,682,070 derivative securities beneficially owned following the reported transaction.
Footnotes add context: a 1‑for‑10 reverse split occurred on July 8, 2025; on October 10, 2025, the convertible note’s conversion price was amended to 95% of the prior trading day’s share price, subject to a $2.50 floor; the note’s maturity date is February 19, 2027.
Banzai International (BNZI) amended its senior convertible note with CP BF Lending, lowering the conversion price to 95% of the prior trading day’s Class A share price, with a floor of $2.50. As of October 14, 2025, the balance outstanding under the note was $4,861,926.46.
CP BF agreed to partially convert at the new price, while sales or conversions are limited to 5% of aggregate daily trading volume, unless waived. The company will reserve shares equal to 120% of those issuable on full conversion at the new price and register 100% of such shares within 60 days. Upon receiving $2,000,000 and filing the registration, CP BF will waive certain events of default and, through December 31, 2025, will not exercise remedies tied to specified financial covenants for the period ending September 30, 2025.
The note accrues 15.5% PIK interest (20% on default) and matures on February 19, 2027. Earlier terms included a $900 monthly servicing fee and a $160,000 origination fee.
Banzai International (BNZI) filed a Form 3 reporting initial beneficial ownership tied to an event on 10/09/2025. The filing lists 1,226,624 shares of Class A Common Stock as beneficially owned. The shares are held by FE IV OR Aggregator, LLC, and Frederick N. Coulson IV, as manager of that entity, disclaims beneficial ownership except to the extent of any pecuniary interest. The report indicates the filer is a director and was filed by more than one reporting person.
Banzai International, Inc. paid cash advisory fees and issued Financial Advisor Warrants tied to its October closing. The company paid a cash fee equal to
Banzai International director and 10% owner Joseph P. Davy reported multiple sales of Class A common stock executed on 09/11/2025. The Form 4 shows six separate sale transactions totaling 25,490 shares at prices ranging from $2.35 to $2.4693. The filing lists the post-transaction beneficial ownership for each reported line, for example 14,778 shares after one sale and smaller holdings reported on other lines. The Form 4 was signed by Mr. Davy on 10/03/2025. The disclosure documents these insider dispositions but does not state a reason for the sales.
Banzai International, Inc. (BNZI) filed a Form 144 disclosing a proposed sale of 25,490 shares of common stock, with an aggregate market value of $66,783.80. The filing lists the approximate date of sale as 09/11/2025 and identifies the intended exchange as NASDAQ.
The securities were acquired from the issuer in a company issuance on 01/31/2025, with full payment recorded on that date. The filer reports no securities sold in the past three months. The notice includes the standard representation that the seller is not aware of undisclosed material adverse information about the issuer.
Banzai International, Inc. disclosed a material event on
Banzai International, Inc. (BNZI) is offering up to 2,500,011 shares of Class A common stock in an at-the-market offering with an assumed offering price of $3.01 per share (closing price on August 21, 2025). Net proceeds, together with existing cash, are intended to repay obligations under outstanding convertible notes issued in June and August 2025 and to fund working capital, sales and marketing, product development and capital expenditures.
The company reports a historical net tangible book deficit of $(11.08) per share as of June 30, 2025, a pro forma as-adjusted deficit of $(2.49) per share after this offering, and expected dilution to new investors of $(5.50) per share. The offering will be conducted as an at-the-market distribution on Nasdaq (symbol BNZI), and the prospectus supplement references risk factors including geopolitical and macroeconomic disruptions.
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