NASDAQ
1 days, 16 hours ago 
TZUP
Thumzup Media CORP
8-K: Thumzup Media Corporation to Engage Investment Community at Coinbase Crypto Summit
Thumzup Media Corporation announced its plan to present a slide presentation to the investment community, including at Coinbase's State of Crypto Summit on June 12, 2025, as part of a Regulation FD disclosure.
NASDAQ
7 days, 11 hours ago 
TZUP
Thumzup Media CORP
Form 4: THUMZUP MEDIA Director Converts Preferred Stock to Common Shares Following Price Trigger
Joanna D. Massey, a Director at THUMZUP MEDIA Corp (TZUP), has converted 800 shares of Series B Preferred Convertible Voting Stock into 10,000 shares of common stock, triggered by the common stock price exceeding its conversion threshold.
Better than expected
 
NASDAQ
7 days, 11 hours ago 
TZUP
Thumzup Media CORP
Form 4: Thumzup Media Director's Preferred Stock Automatically Converts to Common Shares Following Price Trigger
Robert L. Haag, a Director of Thumzup Media Corp (TZUP), saw 1,000 shares of Series B Preferred Convertible Voting Stock automatically convert into 12,500 shares of common stock on May 29, 2025, due to the common stock exceeding its conversion price for 10 consecutive trading days.
Better than expected
 
NASDAQ
21 days, 11 hours ago 
TZUP
Thumzup Media CORP
10-Q: Thumzup Media Corporation Reports Q1 2025 Results, Citing Increased Operating Expenses and Bitcoin Strategy Impact
Thumzup Media Corporation's Q1 2025 results reveal a net loss attributable to common stockholders of $2.16 million, driven by increased operating expenses and strategic investments in Bitcoin.
Worse than expected
 
Capital raise
 
NASDAQ
23 days, 17 hours ago 
TZUP
Thumzup Media CORP
8-K: Thumzup Media Corporation Secures Bitcoin-Backed Credit Facility with Coinbase Prime
Thumzup Media Corporation has established a Bitcoin-backed credit facility with Coinbase Prime to enhance its capital strategy and accelerate its Bitcoin acquisition strategy.
Capital raise
 
NASDAQ
24 days, 7 hours ago 
TZUP
Thumzup Media CORP
DEF 14C: Thumzup Media Corporation Seeks Stockholder Approval for Key Corporate Actions
Thumzup Media Corporation notifies stockholders of actions approved by majority consent, including director elections, equity incentive plan, auditor ratification, executive compensation, and potential securities issuances.
Capital raise
 
NASDAQ
36 days, 11 hours ago 
TZUP
Thumzup Media CORP
10-K/A: Thumzup Media Corporation Files Amendment to 10-K, Addressing Omitted Information on Directors, Executive Pay, and Governance
Thumzup Media Corporation files an amendment to its annual report on Form 10-K to include previously omitted information regarding directors, executive compensation, and corporate governance.
NASDAQ
72 days, 16 hours ago 
TZUP
Thumzup Media CORP
8-K: Thumzup Media Corporation Announces Share Repurchase Program Update
Thumzup Media Corporation reports the repurchase of 45,000 shares on March 20 and 21, 2025, for approximately $171,700.
NASDAQ
77 days, 13 hours ago 
TZUP
Thumzup Media CORP
8-K: Thumzup Media Corporation Initiates $1 Million Share Buyback Program
Thumzup Media Corporation announces a share repurchase program of up to $1 million, demonstrating commitment to shareholder value and strategic capital deployment.
NASDAQ
78 days, 13 hours ago 
TZUP
Thumzup Media CORP
Form 4: Thumzup Media Corp CFO Increases Stake in Company
Isaac Dietrich, CFO of Thumzup Media Corp, reports purchasing additional shares of common stock.
TZUP 
Thumzup Media CORP 
NASDAQ

Form 4: Thumzup Media Director's Preferred Stock Automatically Converts to Common Shares Following Price Trigger

Sentiment:
 Insider Transaction Report
 29 May 2025 5:05 PM

Robert L. Haag, a Director of Thumzup Media Corp (TZUP), saw 1,000 shares of Series B Preferred Convertible Voting Stock automatically convert into 12,500 shares of common stock on May 29, 2025, due to the common stock exceeding its conversion price for 10 consecutive trading days.

Better than expected
  The automatic conversion was triggered because the common stock's closing price exceeded 100% of the $4.00 conversion price for 10 consecutive trading days, indicating positive stock performance that met the pre-defined threshold. 

Summary
  • On May 29, 2025, 1,000 shares of Series B Preferred Convertible Voting Stock, held indirectly by Robert L. Haag through Westside Strategic Partners, LLC, were automatically converted into 12,500 shares of Thumzup Media Corp (TZUP) common stock.
  • The conversion was triggered because the closing price of Thumzup Media's common stock exceeded 100% of the Series B conversion price of $4.00 per share for 10 consecutive trading days.
  • Following this transaction, Robert L. Haag, through Westside Strategic Partners, LLC, beneficially owns 312,476 shares of common stock.
  • Mr. Haag is the Managing Member and sole owner of Westside Strategic Partners, LLC, and has voting control and investment discretion over its securities.
Sentiment

Score: 7

Explanation: The sentiment is positive as the automatic conversion of preferred stock into common stock was triggered by the common stock's sustained price performance above the conversion threshold, indicating a favorable market valuation.

Positives
  • The automatic conversion of preferred stock into common stock was triggered by the common stock's sustained trading above the conversion price, indicating positive market performance for Thumzup Media Corp's shares.
  • An increase in common stock holdings by a director, even through an automatic conversion, can be viewed as a positive signal of confidence in the company's valuation and future prospects.
Future Outlook

The document does not provide explicit forward-looking statements or guidance beyond the details of the stock conversion mechanism.

Industry Context

This Form 4 filing is a standard disclosure of an insider transaction, specifically an automatic conversion of preferred stock. Such conversions are often pre-determined by the terms of the preferred shares and can signal that the underlying common stock has met certain performance thresholds, which is generally viewed positively within the market.

Stakeholder Impact
  • Shareholders: The conversion increases the number of common shares held by a significant insider, which can be interpreted as a vote of confidence in the company's performance and future.
  • Company: The conversion reduces the outstanding Series B Preferred Stock, simplifying the capital structure and potentially reducing future preferred dividend obligations, if any.
Key Dates
  • 04/17/2024: Date of the Amended and Restated Certificate of Designation of Series B Preferred Convertible Voting Stock, which outlines the conversion terms.
  • 05/29/2025: Date of the automatic conversion transaction.
Keywords
Thumzup Media, TZUP, SEC Form 4, Insider Transaction, Beneficial Ownership, Stock Conversion, Preferred Stock, Common Stock, Robert Haag, Westside Strategic Partners, Corporate Governance
TZUP 
Thumzup Media CORP 
NASDAQ
Sector: Communication Services
 
Filings with Classifications
Better than expected
29 May 2025 5:05 PM
Insider Transaction Report
  • The conversion was triggered because the common stock's closing price exceeded 100% of the $4.00 conversion price for 10 consecutive trading days, indicating positive stock performance for THUMZUP MEDIA Corp.
Better than expected
29 May 2025 5:05 PM
Insider Transaction Report
  • The automatic conversion was triggered because the common stock's closing price exceeded 100% of the $4.00 conversion price for 10 consecutive trading days, indicating positive stock performance that met the pre-defined threshold.
Capital raise
15 May 2025 4:40 PM
Quarterly Report
  • The company's financial statements have been prepared on a going concern basis, with substantial doubt about its ability to continue as a going concern for one year from the issuance of the financial statements.
  • The company may need to raise additional funds through equity or debt financings to meet its future requirements.
  • The company has a Master Loan Agreement with Coinbase, allowing it to borrow digital assets or cash against collateral.
Worse than expected
15 May 2025 4:40 PM
Quarterly Report
  • The company's net loss increased significantly compared to the same period last year.
  • Revenues decreased year-over-year.
  • Operating expenses increased substantially.
Capital raise
13 May 2025 10:15 AM
Current Report on Form 8-K
  • Thumzup recently filed a shelf registration statement to raise up to $500 million for working capital and to accelerate its Bitcoin (BTC) acquisition strategy.
Capital raise
12 May 2025 9:00 PM
Information Statement
  • The document includes a proposal to approve the issuance of securities in one or more non-public offerings.
  • The maximum discount at which securities will be offered will be equivalent to a discount of 20% below the market price of the common stock.
  • The aggregate number of shares issued in the offerings will not exceed 40,000,000 shares of common stock.
  • The total aggregate consideration will not exceed $200,000,000.
  • Such offerings will occur, if at all, on or before October 27, 2025.
Worse than expected
11 March 2025 5:00 PM
Annual Results
  • The company's net loss increased from 2023 to 2024.
  • The company's revenues decreased from 2023 to 2024.
Capital raise
14 November 2024 4:05 PM
Quarterly Report
  • The company completed a public offering on October 30, 2024, raising approximately $8.2 million in gross proceeds.
  • Management is proposing to raise additional funds not provided by operations through loans or through sales of its common stock.
Worse than expected
14 November 2024 4:05 PM
Quarterly Report
  • The company's revenue decreased significantly compared to the same periods in the previous year, indicating a worse than expected performance in revenue generation.
Capital raise
1 November 2024 4:15 PM
Capital Raise Announcement
  • Thumzup Media Corporation completed a public offering of 1,425,000 shares of common stock at $5.00 per share.
  • The offering was upsized from an initial target of $6,250,000 to $7,125,000.
  • The company granted underwriters a 45-day over-allotment option to purchase up to an additional 213,750 shares.
Worse than expected
9 October 2024 5:27 PM
S-1 Amendment
  • The company has incurred net losses since inception and expects to continue to incur losses.
  • The company's independent registered public accounting firm's reports have raised substantial doubt as to its ability to continue as a going concern.
Capital raise
9 October 2024 5:27 PM
S-1 Amendment
  • The company is offering 1,250,000 shares of common stock to the public.
  • The estimated public offering price is between $5.00 and $7.00 per share.
  • The underwriter, Dawson James Securities, Inc., has a 45-day option to purchase up to 187,500 additional shares to cover over-allotments.
  • The company will issue warrants to the underwriter to purchase up to 5% of the shares sold in the offering.
Capital raise
26 August 2024 5:01 PM
S-1/A Filing
  • Thumzup Media Corporation is planning an initial public offering of 1,200,000 shares of common stock.
  • The company estimates the public offering price to be between $5.00 and $7.00 per share.
  • The company plans to use the net proceeds for software development ($1.50 million), advertising ($1.25 million), salaries and operational expenses ($1.70 million), and professional services ($0.695 million).
  • Dawson James Securities, Inc. is acting as the sole book-running manager for the offering.
  • The underwriter has a 45-day option to purchase up to 180,000 additional shares to cover over-allotments.
  • The company will issue warrants to the underwriter to purchase up to 5% of the shares sold in the offering.
Worse than expected
12 August 2024 5:14 PM
S-1/A
  • The company's net losses have increased from $1,504,681 in 2022 to $3,324,180 in 2023.
  • The company's independent auditor has raised substantial doubt about its ability to continue as a going concern.
Capital raise
12 August 2024 5:14 PM
S-1/A
  • The company is offering 1,200,000 shares of common stock in an initial public offering.
  • The company has granted the underwriter a 45-day option to purchase up to 180,000 additional shares of common stock.
  • The company intends to use the net proceeds of this offering for general corporate purposes.
Worse than expected
12 August 2024 4:15 PM
Quarterly Report
  • The company's revenue decreased significantly compared to the same periods in the previous year, indicating worse than expected performance.
Capital raise
12 August 2024 4:15 PM
Quarterly Report
  • The company is proposing to raise additional funds not provided by operations through loans or through sales of its common stock.
  • The company raised approximately $805,000 from the sale of Series B preferred stock and $161,226 from the sale of common stock during the six months ended June 30, 2024.
Capital raise
30 July 2024 4:34 PM
S-1/A Amendment
  • The company is offering shares of its common stock to the public to raise capital.
  • The offering includes firm shares and an over-allotment option for the underwriters.
  • The company estimates the maximum aggregate offering price to be $8,050,000 for the common stock and $503,125 for the underwriter warrants.
Worse than expected
26 July 2024 4:16 PM
S-1/A Filing
  • The company has incurred operating losses since inception and expects to continue to incur losses.
  • The company's independent registered public accounting firms reports have raised substantial doubt as to its ability to continue as a going concern.
Capital raise
26 July 2024 4:16 PM
S-1/A Filing
  • The company is conducting an initial public offering of 1,000,000 shares of common stock.
  • The company has granted the underwriter a 45-day option to purchase up to 150,000 additional shares.
  • The company will issue warrants to the underwriter to purchase 5% of the shares sold in the offering.
  • The company recently raised $805,000 in a Series B Preferred offering during the period March May 2024.
Capital raise
11 July 2024 5:22 PM
S-1 Amendment
  • The company is conducting an initial public offering of common stock.
  • The company has granted the underwriter a 45-day option to purchase additional shares to cover over-allotments.
  • The company will issue warrants to the underwriter to purchase 5% of the shares sold in the offering.
  • The company recently raised $805,000 in a Series B Preferred offering during the period March May 2024.
Worse than expected
11 July 2024 5:22 PM
S-1 Amendment
  • The company's net loss increased from $1,504,681 in 2022 to $3,324,180 in 2023.
  • The company's independent auditor has raised substantial doubt about its ability to continue as a going concern.
Worse than expected
20 June 2024 5:25 PM
S-1/A
  • The company's net losses have increased from 2022 to 2023, indicating a worsening financial situation.
  • The company's independent registered public accounting firms reports have raised substantial doubt as to its ability to continue as a going concern.
Capital raise
20 June 2024 5:25 PM
S-1/A
  • The company is offering [_______] shares of common stock in this initial public offering.
  • The company has granted the underwriter a 45-day option to purchase up to [______] additional shares of common stock.
  • The company recently raised $805,000 in a Series B Preferred offering during the period March May 2024.
  • The company sold 424,144 shares for aggregate proceeds of $1,732,869, net offering expenses of $19,539 through a Regulation A+ offering.
Worse than expected
30 May 2024 4:16 PM
S-1 Filing
  • The company's net loss increased from $1,504,681 in 2022 to $3,324,180 in 2023.
  • The company's operating expenses increased from $1,213,035 in 2022 to $2,521,078 in 2023.
Capital raise
30 May 2024 4:16 PM
S-1 Filing
  • The company is conducting an initial public offering (IPO) of common stock.
  • The company recently raised $805,000 in a Series B Preferred offering during the period March May 2024.
  • The company previously conducted an offering under Regulation A+, raising $1,732,869.
Capital raise
14 May 2024 5:28 PM
Quarterly Report
  • The company raised approximately $161,846 from the sale of common stock during the quarter.
  • The company raised approximately $190,000 from the sale of Series B preferred stock during the quarter.
  • Management is proposing to raise additional funds not provided by operations through loans or through sales of its common stock.
Better than expected
14 May 2024 5:28 PM
Quarterly Report
  • The company's net loss decreased significantly compared to the same period last year, indicating improved financial performance.
Worse than expected
20 March 2024 5:17 PM
Annual Results
  • The company's net loss of $3,324,180 is significantly worse than the $1,504,681 loss in the previous year.
  • The company's revenue of $2,048 is worse than the $2,421 in the previous year.
  • The company's operating expenses increased significantly, indicating higher spending without a corresponding increase in revenue.
Capital raise
20 March 2024 5:17 PM
Annual Results
  • The company anticipates needing to raise additional capital through the issuance of debt or equity financings or other arrangements to fund operations.
  • The company is seeking to obtain additional capital through the issuance of debt or equity financings or other arrangements to fund operations.
  • The company is planning an underwritten offering in conjunction with a listing on a national exchange.

Disclaimer: This summary was generated by artificial intelligence and its accuracy is not guaranteed. The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.