ROBERT HAAG - 15 Jun 2025 Form 4 Insider Report for THUMZUP MEDIA Corp (TZUP)

Role
Director
Signature
/s/ Robert Haag
Issuer symbol
TZUP
Transactions as of
15 Jun 2025
Transactions value $
-$1,917
Form type
4
Filing time
16 Jun 2025, 21:00:05 UTC
Previous filing
29 May 2025
Next filing
06 Aug 2025
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
HAAG ROBERT L Director C/O THUMZUP MEDIA CORPORATION, 10557-B JEFFERSON BLVD, LOS ANGELES /s/ Robert Haag 16 Jun 2025 0002028276

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 A Preferred Convertible Voting Stock Award -$1,917 -639 -1.9% $3 33,491 15 Jun 2025 Common Stock 9,585 $3 Westside Strategic Partners, LLC F1, F2, F3, F4
* 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"), each share of 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.
F2 As stated in the Series A Preferred Certificate of Designation, the holder shall receive dividends, which will be paid to Holders on a quarterly basis on each of March 15, June 15, September 15 and December 15 (each, a "Payment Date"), in cash or in shares of Series A Preferred Stock at Company's election, in an amount equal to $0.875 per share, per quarter totaling $3.50 per share on an annualized basis. If the dividend is paid in shares of Series A Preferred Stock, each share shall be valued at the purchase price of $45.00/share, subject to certain adjustments. Each share of Series A Preferred Convertible Voting Stock initially converts into 15 shares of common stock (the "Conversion Rate") at a reference rate (the "Reference Rate") of $3.00/share of common stock.
F3 Series A Preferred Convertible Voting Stock is exercisable upon issuance and has no expiration date.
F4 Mr. Haag is the Managing Member and sole owner of Westside. Robert Haag has voting control and investment discretion over securities held by Westside. As such, Robert Haag may be deemed to be the beneficial owner (as determined under Section 13(d) of the Exchange Act) of the securities held by Westside.