Insider Buying of Series D Convertible Preferred Stock Signals Confidence Amid Volatility

American Rebel Holdings Inc. (NASDAQ: AREB) has just seen its CEO, Ross Charles Andrew JR, purchase 73,439 shares of the newly issued Series D convertible preferred stock on 31 December 2025. The shares, priced at $7.50 each, are convertible into five shares of common stock at an effective conversion price of $1.50. This transaction comes at a time when the company’s common shares are trading around $0.76, reflecting a sharp decline from the 52‑week high of $1,385 to a current price near $0.78.

The move by the CEO—who also holds the CEO title—suggests an alignment of interests with long‑term value creation. By acquiring a high‑value preferred instrument that can be converted into common shares, Andrew is signaling that he expects the company’s equity base to appreciate once the preferred tranche is converted. Moreover, the preferred shares carry no expiration and are fully convertible, giving him the flexibility to participate in upside without immediate dilution to the existing common shareholders.

Broader Insider Activity Adds Weight to the Signal

The transaction is not isolated. Core executive Corey Allen Lambricht, President and COO, also bought 69,381 shares of the same Series D preferred stock on the same day. The simultaneous purchase by both top executives indicates a coordinated effort to support the company’s capital structure. With the combined holdings amounting to approximately 143,000 shares of preferred stock, the executives’ stake represents a significant portion of the total outstanding preferred shares. This concentration of ownership among the senior management team can reassure investors that the insiders are not looking to offload equity but are instead betting on a rebound in the company’s valuation.

Implications for Investors and Future Outlook

From an investor’s perspective, the buy‑back of Series D preferred stock by the CEO and COO serves several purposes. First, it reduces the risk that the company will be forced to issue additional equity at a depressed price, as the preferred shares can be converted into common stock at a favourable conversion price. Second, it signals confidence in the company’s strategic direction—particularly its recent partnership announcements and product line expansion—despite the recent volatility in its common stock. Third, it may help to stabilize the share price by limiting the potential for further dilution and by demonstrating that the top executives are willing to commit capital to the company.

However, investors should remain cautious. The company’s fundamentals remain weak, with a negative price‑earnings ratio and a market cap of just over $5 million. The recent stock price has fallen nearly 30 % in a month and has been down almost 100 % year‑to‑date. The preferred stock’s conversion into common stock could, if executed, add a large number of shares to the market, potentially diluting existing shareholders unless the company’s earnings per share rise to justify the increased supply.

Conclusion

The simultaneous purchase of Series D convertible preferred stock by American Rebel’s CEO and COO amid a declining common stock price is a clear message of insider confidence. While the deal does not immediately change the company’s earnings fundamentals, it provides a mechanism to support the common equity base and may help to cushion the share price against further volatility. Investors should view this insider activity as a positive signal, but they must also monitor the company’s operational performance and financial health to assess whether the management’s bet on a future upside can be realized.

DateOwnerTransaction TypeSharesPrice per ShareSecurity
2025-12-31Ross Charles Andrew JR (CEO)Buy73,439.007.50Series D Convertible Preferred Stock
2025-12-31LAMBRECHT COREY ALLEN (President, COO)Buy69,381.007.50Series D Convertible Preferred Stock