Ian Kantrowitz - 25 Jun 2025 Form 4 Insider Report for brooqLy, Inc. (BRQL)

Signature
/S/ IAN KANTROWITZ
Issuer symbol
BRQL
Transactions as of
25 Jun 2025
Net transactions value
$0
Form type
4
Filing time
25 Jul 2025, 15:10:09 UTC
Previous filing
11 Mar 2025

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Kantrowitz Ian VICE PRESIDENT, Director 401 RYLAND ST, SUITE 200-A, RENO /S/ IAN KANTROWITZ 25 Jul 2025 0001652730

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 BRQL SERIES A PREFERRED STOCK Conversion of derivative security $0 +24,805,000 $0.000000 24,805,000 25 Jun 2025 COMMON STOCK 74,415,000 BY AEROSPACE CAPITAL PARTNERS, LLC F1, F2, F3, F4, F5
transaction BRQL SERIES A PREFERRED STOCK Conversion of derivative security $0 -6,243,300 -25% $0.000000 18,561,700 26 Jun 2025 COMMON STOCK 18,729,900 SHARES OWNED BY AEROSPACE CAPITAL PARTNERS, LLC F3, F5, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 THE REPORTING PERSON IS A MEMBER OF AEROSPACE CAPITAL PARTNERS, LLC ("ACP"), WHICH ACQUIRED THE SHARES OF SERIES A PREFERRED STOCK PURSUANT TO THE TERMS OF CONVERTIBLE PROMISSORY NOTES ISSUED BY THE ISSUER TO ACP IN FEBRUARY AND MARCH, 2025. PURSUANT TO THE TERMS OF THE NOTES, UPON THE CREATION OF THE SERIES A PREFERRED STOCK, THE OUTSTANDING BALANCE OF THE NOTE WOULD CONVERT INTO SHARES OF SERIES A PREFERRED STOCK. THE AGGREGATE PRINCIPAL AMOUNT OF THE NOTES, $372,075, CONVERTED AT A PRICE OF $0.015 PER SHARE INTO SHARES OF SERIES A PREFERRED STOCK WHEN THE SERIES A PREFERRED STOCK WERE CREATED ON JUNE 24, 2025.
F2 AS NOTED ABOVE, THE SHARES WERE ACQUIRED BY ACP. THE REPORTING PERSON IS A MEMBER OF ACP AND AS SUCH, OWNS THE SHARES INDIRECTLY.
F3 THE SHARES OF SERIES A PREFERRED STOCK MAY BE CONVERTED INTO SHARES OF THE ISSUER'S COMMON STOCK AT ANY TIME AT THE DISCRETION OF THE HOLDER (ACP). THERE IS NO EXPIRATION OF THE RIGHT TO CONVERT INTO THE ISSUER'S COMMON STOCK.
F4 PURSUANT TO THE CERTIFICATE OF DESIGNATION OF RIGHTS AND PREFERENCES, EACH SHARE OF SERIES A PREFERRED STOCK IS CONVERTIBLE INTO THREE SHARES OF THE ISSUER'S COMMON STOCK, AT THE DISCRETION OF THE HOLDER.
F5 THE REPORTING PERSON IS A MEMBER OF AEROSPACE CAPITAL PARTNERS, LLC, WHICH OWNS THE SHARES. THE REPORTING PERSON'S BENEFICIAL AND PECUNIARY OWNERSHIP OF ACP IS 15%. THE REPORTING PERSON DISCLAIMS BENEFICIAL OWNERSHIP OF THESE SERIES A PREFERRED SHARES EXCEPT TO THE EXTENT OF HIS PECUNIARY INTEREST THEREIN.
F6 AS NOTED, ACP ACQUIRED THE SHARES OF SERIES A PREFERRED STOCK PURSUANT TO THE TERMS OF CONVERTIBLE PROMISSORY NOTES ISSUED BY THE ISSUER IN FEBRUARY AND MARCH, 2025. FOLLOWING THE ISSUANCE OF THE SERIES A PREFERRED STOCK TO ACP ON JUNE 25, 2025, ACP SUBSEQUENTLY DISTRIBUTED AN AGGREGATE OF 6,246,300 SHARES TO CERTAIN INVESTORS IN ACP IN EXCHANGE FOR CANCELLATION OF OBLIGATIONS TOTALING $749,556, AT A PER SHARE CONVERSION PRICE OF $0.12.