ThZeal - The Zeal

SEC FORM 3 SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Taylor Dylan

(Last)

(First)

(Middle)

C/O VOYAGER TECHNOLOGIES, INC.

1225 17TH STREET, SUITE 1100

(Street)

DENVER

80202

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/11/2025

3. Issuer Name and Ticker or Trading Symbol
Voyager Technologies, Inc./DE [ VOYG ]

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

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	SEE REMARKS

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Class B Common Stock⁽¹⁾	⁽¹⁾	⁽¹⁾	Class A Common Stock	1,963,566	⁽¹⁾	D
Class B Common Stock⁽¹⁾	⁽¹⁾	⁽¹⁾	Class A Common Stock	3,750,000	⁽¹⁾	I⁽²⁾	By DET 2025 GRAT
Stock Option (Right to Buy Class B Common Stock)	⁽³⁾	01/31/2030	Class A Common Stock⁽⁴⁾	58,797	$3.17	D
Stock Option (Right to Buy Class B Common Stock)	⁽³⁾	10/10/2030	Class A Common Stock⁽⁴⁾	78,396	$3.17	D
Stock Option (Right to Buy Class B Common Stock)	⁽³⁾	11/15/2031	Class A Common Stock⁽⁴⁾	112,500	$19.54	D
Stock Option (Right to Buy Class B Common Stock)	⁽³⁾	02/01/2033	Class A Common Stock⁽⁴⁾	75,000	$23.12	D
Stock Option (Right to Buy Class B Common Stock)	⁽³⁾	02/28/2034	Class A Common Stock⁽⁴⁾	75,000	$9.48	D
Stock Option (Right to Buy Class B Common Stock)	⁽⁵⁾	02/04/2035	Class A Common Stock⁽⁴⁾	150,000	$21.76	D

Explanation of Responses:

1. Shares of Class B Common Stock are convertible into shares of Class A Common Stock on a one-for-one basis at the election of the holder, or automatically upon certain events disclosed in the Issuer's Registration Statement on Form S-1, as amended, filed with the Securities and Exchange Commission on June 5, 2025, and have no expiration date.

2. As trustee, the reporting person has voting and dispositive power over these shares, but disclaims beneficial ownership except to the extent of any pecuniary interest in the shares.

3. The stock options are fully vested and exercisable.

4. The stock options are rights to purchase shares of Class B Common Stock, and the shares of Class B Common Stock are convertible into shares of Class A Common Stock (see Footnote 1).

5. The stock option vests as to 1/4th of the shares on February 5, 2026, and as to 1/48th of the grant amount per month for the subsequent three years, subject to continued service through the vest date.

Remarks:

Chief Executive Officer and Chairman, Exhibit List : Exhibit 24.1 - Power of Attorney

	/s/ Margaret J. Vernal, as Attorney-in-Fact, for Dylan Taylor	06/11/2025
	** 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 5 (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.