Clark Moore - Jan 25, 2024 Form 4 Insider Report for PEDEVCO CORP (PED)

Signature
/s/ Clark Moore
Stock symbol
PED
Transactions as of
Jan 25, 2024
Transactions value $
-$31,860
Form type
4
Date filed
1/29/2024, 04:31 PM
Previous filing
Jan 23, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PED Common stock Sale -$31.9K -50K -9.89% $0.64 455K Jan 25, 2024 Direct F1, F2
transaction PED Common Stock Award $0 +450K +98.83% $0.00 905K Jan 26, 2024 Direct F3, F4
holding PED Common stock 2.87K Jan 25, 2024 By minor child F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

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).

Explanation of Responses:

Id Content
F1 Shares were sold pursuant to a 10b5-1 trading plan previously adopted by the Reporting Person to satisfy the Reporting Person's tax liability in connection with the January 25, 2024 vesting of certain shares of restricted stock which were granted under the Company's 2021 Equity Incentive Plan, which grants were exempt from Section 16(b) pursuant to Rule 16b-3.
F2 This transaction was executed in multiple trades at prices ranging from $0.612 to $0.661, inclusive. The price reported above reflects the weighted average sales price. The Reporting Person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.
F3 The shares of Restricted Common Stock were issued to the Reporting Person pursuant to the Issuer's 2021 Equity Incentive Plan and are subject to forfeiture. The shares vest at the rate of (i) 1/3 of the shares on the one (1) year anniversary of January 26, 2024 (the "Grant Date"); (ii) 1/3 on the two (2) year anniversary of the Grant Date; and (iii) 1/3 on the three (3) year anniversary of the Grant Date, subject to the Reporting Person's continued service to the Company on such vesting dates, and subject to the terms and conditions of a Restricted Shares Grant Agreement entered into by and between the Issuer and the Reporting Person. Exempt under Rule 16b-3.
F4 Issued to the Reporting Person in consideration for services rendered and agreed to be rendered to the Issuer as the Executive Vice President, General Counsel and Secretary of the Issuer.
F5 Represents 2,867 shares of the Issuer's common stock owned by Reporting Person's minor child.