Domingo Soriano Carlos Francisco 4

What Happened

• Domingo Soriano (Executive Chairman, CEO and Director) was reported as the recipient of multiple equity awards and option/derivative grants on July 1, 2026 in connection with the business combination (the "Mergers") that closed that day. The Form 4 shows acquisitions (transaction code A) totaling approximately 10,697,054 instruments: ~6,377,221 common shares and ~4,319,833 option/derivative equivalents. No cash prices are reported (price = N/A) because these securities were issued in exchange for pre-merger Securitize, Inc. securities under the merger agreement.

Key Details

• Transaction date: July 1, 2026; Form 4 filed July 6, 2026.
• Aggregate reported amounts: about 6,377,221 common shares received and about 4,319,833 options/derivative instruments — total ~10.7M.
• Earnout: the reported totals include 208,986 restricted "Earnout Shares" that may be delivered if VWAP hurdles ($15, $20, $25) are met during prescribed windows through July 1, 2031; additional smaller earnout allocations are included via related entities per the footnotes.
• Options: some exchanged options were fully vested as of July 1, 2026; another set shows 1,069,586 options vested/exercisable and 1,375,187 unvested (unvested portions vest at 152,798 shares per quarter).
• Beneficial ownership: the reporting person disclaims beneficial ownership of certain shares except to the extent of pecuniary interest; several holdings are held through related LLCs where he has voting power.
• No cash value or per-share price is given on the Form 4 (securities were transferred in the merger), and the filing notes Exhibit 24 (Power of Attorney).

Context

• These were merger-related equity conversions and option exchanges, not open-market buys or sales — such awards are routine in business combinations and reflect rollovers/conversions of pre-existing equity and option positions. Some options are immediately exercisable (vested) while others remain subject to vesting schedules; earnout shares require future stock-price performance to be delivered. The Form 4 was filed a few days after the July 1 transactions (filed July 6); Form 4s are generally due within two business days, so check the filing for any timeliness notes if that matters to you.