Form 4 - Statement of changes in beneficial ownership of securities

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Schram Ryan S

(Last)

(First)

(Middle)

1317 EDGEWATER DR #1880

(Street)

ORLANDO

32804

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
IZEA Worldwide, Inc. [ IZEA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/29/2024

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/29/2024		M		163	A	$0	53,547	D
Common Stock	02/29/2024		M		18	A	$0	53,565	D
Common Stock	02/29/2024		M		15	A	$0	53,580	D
Common Stock	02/29/2024		M		24	A	$0	53,604	D
Common Stock	02/29/2024		M		97	A	$0	53,701	D
Common Stock	02/29/2024		M		240	A	$0	53,941	D
Common Stock	02/29/2024		M		163	A	$0	54,104	D
Common Stock	02/29/2024		M		70	A	$0	54,174	D
Common Stock	02/29/2024		M		139	A	$0	54,313	D
Common Stock	02/29/2024		M		52	A	$0	54,365	D
Common Stock	02/29/2024		F		466⁽¹⁾	D	$2	53,899	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽²⁾	02/29/2024		M			163	04/30/2020	⁽³⁾	Common Stock	163	$0	163	D
Restricted Stock Units	⁽²⁾	02/29/2024		M			18	05/31/2020	⁽⁴⁾	Common Stock	18	$0	36	D
Restricted Stock Units	⁽²⁾	02/29/2024		M			15	08/31/2020	⁽⁵⁾	Common Stock	15	$0	75	D
Restricted Stock Units	⁽²⁾	02/29/2024		M			24	11/30/2020	⁽⁶⁾	Common Stock	24	$0	192	D
Restricted Stock Units	⁽²⁾	02/29/2024		M			97	01/01/2022	⁽⁷⁾	Common Stock	97	$0	2,143	D
Restricted Stock Units	⁽²⁾	02/29/2024		M			240	01/31/2023	⁽⁸⁾	Common Stock	240	$0	8,160	D
Restricted Stock Units	⁽²⁾	02/29/2024		M			163	04/30/2023	⁽⁹⁾	Common Stock	163	$0	163	D
Restricted Stock Units	⁽²⁾	02/29/2024		M			70	05/31/2023	⁽¹⁰⁾	Common Stock	70	$0	140	D
Restricted Stock Units	⁽²⁾	02/29/2024		M			139	08/31/2023	⁽¹¹⁾	Common Stock	139	$0	693	D
Restricted Stock Units	⁽²⁾	02/29/2024		M			52	11/30/2023	⁽¹²⁾	Common Stock	52	$0	415	D

Explanation of Responses:

1. Reflects shares surrendered to the Issuer to satisfy tax withholding obligations upon vesting of the Restricted Stock Units.

2. Each Restricted Stock Unit represents a contingent right to receive at settlement one share of Issuer common stock.

3. These Restricted Stock Units were issued under the Issuer's 2011 Equity Incentive Plan on April 3, 2020 and vest in 48 equal monthly installments commencing on the last day of the month in which the grant occurred and on the last day of each succeeding month thereafter.

4. These Restricted Stock Units were issued under the Issuer's 2011 Equity Incentive Plan on May 31, 2020 and vest in 48 equal monthly installments commencing on the last day of the month in which the grant occurred and on the last day of each succeeding month thereafter.

5. These Restricted Stock Units were issued under the Issuer's 2011 Equity Incentive Plan on August 31, 2020 and vest in 48 equal monthly installments commencing on the last day of the month in which the grant occurred and on the last day of each succeeding month thereafter.

6. These Restricted Stock Units were issued under the Issuer's 2011 Equity Incentive Plan on November 30, 2020 and vest in 48 equal monthly installments commencing on the last day of the month in which the grant occurred and on the last day of each succeeding month thereafter.

7. These Restricted Stock Units were issued under the Issuer's 2011 Equity Incentive Plan on January 1, 2022 and vest in 48 equal monthly installments commencing on the grant date and on the last day of each succeeding month thereafter.

8. These Restricted Stock Units were issued under the Issuer's 2011 Equity Incentive Plan on January 1, 2023, pursuant to the reporting person's employment agreement and vest in 48 equal monthly installments commencing on the grant date.

9. These Restricted Stock Units were issued under the Issuer's 2011 Equity Incentive Plan on April 14, 2023, pursuant to the reporting person's employment agreement and vest in 12 equal monthly installments on the last day of each month.

10. These Restricted Stock Units were issued under the Issuer's 2011 Equity Incentive Plan on May 26, 2023, pursuant to the reporting person's employment agreement and vest in 12 equal monthly installments on the last day of each month.

11. These Restricted Stock Units were issued under the Issuer's May 2011 Equity Incentive Plan on August 18, 2023, and vest in 12 equal monthly installments.

12. These Restricted Stock Units were issued under the Issuer's 2011 Equity Incentive Plan on November 24, 2023, and vest in 12 equal monthly installments commencing on the last day of the month the grant occurred and on the last day of each succeeding month after that.

Remarks:

	By: /s/ Peter J. Biere as attorney-in-fact for Ryan S. Schram	03/01/2024
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.