mccormack riley 4

What Happened

• Riley McCormack, reported as a controlling/affiliate person through TCM entities and identified as CEO, reported multiple dispositions of Digimarc (DMRC) stock. Open‑market sales totaled 114,949 shares across trades on June 16–18, 2026, producing aggregate cash proceeds of about $1,196,827. The reported sales (weighted average prices) were: 69,363 sh @ $10.83 ($751,458), 3,512 sh @ $10.96 ($38,492), 15,003 sh @ $10.05 ($150,726), and 27,071 sh @ $9.46 ($256,151).
• Separately, on June 16, 2026 TCM Strategic Partners L.P. (the “TCM Fund”) made an in‑kind distribution of 2,275,737 Digimarc shares to its limited partners and general partner for no consideration (no cash proceeds). An additional 79,356 shares were transferred to TCM Strategic L.P. (the investment manager) in a Rule 16a‑13 exempt transaction.

Key Details

• Transaction dates and reported prices: Jun 16 (69,363 @ $10.83; 3,512 @ $10.96), Jun 17 (15,003 @ $10.05), Jun 18 (27,071 @ $9.46). Some trades were executed in multiple fills: price ranges reported in footnotes were roughly $10.50–$11.355, $10.72–$11.345, $9.85–$10.79, and $9.30–$9.755 for the respective multi‑trade executions; the table above shows the weighted average prices.
• Cash proceeds from open‑market sales: ≈ $1.20 million. The in‑kind distribution of 2,275,737 shares generated no cash.
• Shares owned after transaction: the provided excerpt does not state McCormack’s total post‑transaction beneficial holdings.
• Notable footnotes: securities are held by affiliated entities (TCM Fund, TCM GP, TCM IM). McCormack is sole manager/owner of those entities and disclaims direct beneficial ownership except for indirect pecuniary interest. The in‑kind distribution and certain transfers were exempt from Section 16 rules per Rule 16a‑13/16a‑9.
• Filing date: Form 4 filed June 18, 2026 (covering transactions reported June 16–18, 2026).

Context

• The large 2.28M‑share transfer was an in‑kind distribution from an affiliated fund — not a market sale — and therefore does not represent a cash monetization or necessarily signal trading intent.
• The smaller transactions were open‑market sales (routine dispositions). For retail investors, purchases typically carry more direct informational value than routine sales; here the reported activity primarily reflects sales and affiliated fund reallocation through an in‑kind distribution.
• Because the reported securities are held through investment vehicles, the filing emphasizes indirect pecuniary interest rather than direct personal ownership.