Craig Harper-Denson - Aug 29, 2022 Form 4 Insider Report for Charge Enterprises, Inc. (CRGE)

Role
COO, CCO, Secretary, Director
Signature
/s/ JAMIE YUNG, Attorney-in-Fact
Stock symbol
CRGE
Transactions as of
Aug 29, 2022
Transactions value $
-$31,950
Form type
4
Date filed
8/31/2022, 04:01 PM
Previous filing
Jul 21, 2022
Next filing
Nov 9, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CRGE Common Stock, par value $0.0001 Options Exercise $4.13K +7.5K $0.55 7.5K Aug 30, 2022 By spouse
transaction CRGE Common Stock, par value $0.0001 Gift $0 -7.5K -50% $0.00 7.5K Aug 30, 2022 By spouse F2
transaction CRGE Common Stock, par value $0.0001 Gift $0 +7.5K $0.00 7.5K Aug 30, 2022 Direct F2
transaction CRGE Common Stock, par value $0.0001 Sale -$20.6K -7.5K -100% $2.74 0 Aug 30, 2022 Direct F2
transaction CRGE Common Stock, par value $0.0001 Options Exercise $4.13K +7.5K $0.55 7.5K Aug 31, 2022 By spouse
transaction CRGE Common Stock, par value $0.0001 Gift $0 -7.5K -50% $0.00 7.5K Aug 31, 2022 By spouse F3
transaction CRGE Common Stock, par value $0.0001 Gift $0 +7.5K $0.00 7.5K Aug 31, 2022 Direct F3
transaction CRGE Common Stock, par value $0.0001 Sale -$19.7K -7.5K -100% $2.62 0 Aug 31, 2022 Direct F3

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
transaction CRGE Contract to Sell (obligation to sell) Other 0 0 Aug 29, 2022 Common Stock Direct F1
transaction CRGE Options, right to buy Options Exercise $0 -7.5K -0.08% $0.00 9.73M Aug 30, 2022 Common Stock 7.5K $0.55 By spouse F4
transaction CRGE Options, right to buy Options Exercise $0 -7.5K -0.08% $0.00 9.72M Aug 31, 2022 Common Stock 7.5K $0.55 By spouse F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On August 29, 2022, the Reporting Person entered into a common stock purchase agreement with an unaffiliated third party buyer. The agreement obligates the Reporting Person to deliver to the buyer, in four separate calendar quarterly transactions, such number of shares of Common Stock equal to $250,000 divided by 95% of the volume weighted average price of the Issuer's Common Stock for the 75 days immediately preceding the 15th of the last month of such calendar quarter. If such price is below $1.00, then such sale shall occur in the next subsequent calendar quarter. The aggregate purchase price to be paid to the Reporting Person under the common stock purchase agreement is $1,000,000. The Reporting Person's spouse, holder of an option to purchase shares of Common Stock (see footnote 4), which the Reporting Persons is a beneficial owner, has committed to deliver to the Reporting Person such number of shares of Common Stock to satisfy the delivery obligations under the common stock purchase agreement.
F2 The sale price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $2.70 to $2.80, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the foregoing range. The shares issued upon exercise of the option were gifted to the Reporting Person by Reporting Person's spouse and Reporting Person, as direct owner, disposed of the shares.
F3 The sale price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $2.57 to $2.66, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the foregoing range. The shares issued upon exercise of the option were gifted to the Reporting Person by Reporting Person's spouse and Reporting Person, as direct owner, disposed of the shares.
F4 On November 1, 2020, the Reporting Person's spouse was issued a ten-year option to purchase 10,500,000 shares of common stock. The vesting schedule for the remaining shares issuable upon exercise is: (i) 4,472,500 shares, which vested November 1, 2021; (ii) 2,625,000 shares will vest on November 1, 2022; and (iii) 2,625,000 shares will vest on November 1, 2023.