SEC FORM 4

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).

1. Name and Address of Reporting Person^*

BIERE PETER

(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)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Financial 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		89	A	$0	6,825	D
Common Stock	02/29/2024		M		57	A	$0	6,882	D
Common Stock	02/29/2024		M		79	A	$0	6,961	D
Common Stock	02/29/2024		M		270	A	$0	7,231	D
Common Stock	02/29/2024		M		274	A	$0	7,505	D
Common Stock	02/29/2024		F		308⁽¹⁾	D	$2	7,197	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			89	08/17/2021	⁽³⁾	Common Stock	89	$0	178	D
Restricted Stock Units	⁽²⁾	02/29/2024		M			57	11/16/2021	⁽⁴⁾	Common Stock	57	$0	171	D
Restricted Stock Units	⁽²⁾	02/29/2024		M			79	04/01/2023	⁽⁵⁾	Common Stock	79	$0	2,054	D
Restricted Stock Units	⁽²⁾	02/29/2024		M			270	11/30/2022	⁽⁶⁾	Common Stock	270	$0	1,616	D
Restricted Stock Units	⁽²⁾	02/29/2024		M			274	02/28/2023	⁽⁷⁾	Common Stock	274	$0	1,917	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 August 17, 2021 pursuant to the reporting person's employment agreement and vest in 12 equal quarterly installments commencing on November 30, 2021.

4. These Restricted Stock Units were issued under the Issuer's 2011 Equity Incentive Plan on November 16, 2021 and vest in equal quarterly installments over 36 months on the last day of each quarterly month.

5. These Restricted Stock Units were issued under the Issuer's 2011 Equity Incentive Plan on April 1, 2022 and vest 25% after one year and then 75% in 36 equal monthly installments commencing 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 August 16, 2022, and vest quarterly in 12 equal quarterly installments commencing November 30, 2022.

7. These Restricted Stock Units were issued under the Issuer's 2011 Equity Incentive Plan on November 18, 2022 and vest quarterly in 12 equal quarterly installments commencing February 28, 2023.

Remarks:

	/s/ Peter J. Biere	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).
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