Joanna D. Massey - 29 May 2025 Form 4 Insider Report for THUMZUP MEDIA Corp (TZUP)

Role
Director
Signature
/s/ Joanna Massey
Issuer symbol
TZUP
Transactions as of
29 May 2025
Net transactions value
+$36,800
Form type
4
Filing time
29 May 2025, 17:05:39 UTC
Previous filing
17 Mar 2025
Next filing
16 Jun 2025

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Massey Joanna D. Director C/O THUMZUP MEDIA CORPORATION, 10557-B JEFFERSON BLVD, LOS ANGELES /s/ Joanna Massey 29 May 2025 0001848770

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TZUP Common Stock Options Exercise $40,000 +10,000 +94% $4.00 20,592 29 May 2025 Direct F1, F2

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 TZUP Series B Preferred Convertible Voting Stock Options Exercise $3,200 -800 -100% $4.00 0 29 May 2025 Common Stock 10,000 $4.00 Direct F1, F2, 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 B Preferred Convertible Voting Stock dated April 17, 2024 (the "Series B Preferred Certificate of Designation"), the Series B shares shall be automatically converted into common stock should the closing price for common stock exceed 100% of the conversion price of the Series B for 10 consecutive trading days. The conversion price is currently $4.00/share of common stock.
F2 On May 29, 2025, the automatic conversion provision of the Series B Preferred Certificate of Designation was triggered, resulting in 800 shares of Series B owned by the Reporting Person converting into 10,000 shares of common stock.
F3 Series B Preferred Convertible Voting Stock is exercisable upon issuance and has no expiration date.