Isaac Dietrich - Oct 28, 2024 Form 3 Insider Report for THUMZUP MEDIA Corp (TZUP)

Role: Chief Financial Officer, Director
Signature: /s/ Isaac Dietrich
Stock symbol: TZUP
Transactions as of: Oct 28, 2024
Transactions value $: $0
Form type: 3
Date filed: 11/4/2024, 05:19 PM
Previous filing: May 31, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	TZUP	Common Stock						22K	Oct 28, 2024	Direct

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
holding	TZUP	Series A Preferred Convertible Voting Stock							Oct 28, 2024	Common Stock	11.5K	$3.00	Direct	F1, F2
holding	TZUP	Employee Stock Options							Oct 28, 2024	Common Stock	150K	$5.00	Direct	F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	As stated in the Amended and Restated Certificate of Designation of Series A Preferred Convertible Voting Stock dated September 26, 2022 (the "Series A Preferred Certificate of Designation"), Series A Preferred Convertible Voting Stock is exercisable upon issuance, and has no expiration date.
F2	Series A Preferred Convertible Voting Stock converts into 15 shares of Common Stock at a Reference Rate of $3.00, subject to adjustments as specified in the Series A Preferred Certificate of Designation.
F3	Mr. Dietrich's Employee Stock Options will vest on a vesting schedule with 25% of the options vesting on January 1, 2025 and the remaining 75% vesting in 48 equal monthly installments of 2,379 option shares commencing January 1, 2025.