SEC Form 4 · accession 0001193125-26-392060
Zedge, Inc. · ZDGE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Elliot Gibber
Director
Period of report
Sep 11, 2026
Accepted (ET)
Sep 15, 2026 · 4:51 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001667313
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class B Common Stock, par value $.01 per shareF1,F2 | Sep 11, 2026 | P$0 | 221,843 | — | A | 461,952 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Warrants (right to buy)F1 | $3.22 | Sep 11, 2026 | P | 199,659 | A | — | — | Class B Common Stock | 199,659 | 199,659 | D |
Explanation of responses
- F1The shares of Class B common stock and the warrants to purchase Class B common stock were purchased under the same agreement in a private offering ("Private Placement") at a price of $2.93 per share of Class B common stock and the purchaser received warrants to purchase 90% of the shares of Class B common stock purchased. Each warrant has an exercise price of $3.22 per share, and will become exercisable on the later of: (i) the date which is six months after the closing date of the Private Placement; and (ii) the date of stockholder approval. The warrants expire on September 10, 2036.
- F2Consists of 120,917 fully vested shares of Restricted Stock and 341,035 shares held directly, 221,843 shares of which were purchased in a Private Placement.