Miller William Dawson 4

4 · Securitize Corp. · Filed Jul 6, 2026

AI-generated summary of this filing

Updated Jul 7, 2026

Securitize (SECZ) Director Miller Dawson Receives Awards & Options

What Happened

Miller William Dawson, a director of Securitize Corp. (SECZ), was credited with an award/acquisition on July 1, 2026: 16,288 common shares issued at $0.00 plus two derivative/option-related awards of 142,206 and 222,196 shares (N/A price). The direct share issuance shows a $0 cash price; the larger totals are derivative awards/options and have no per-share cash value reported in the Form 4.

Key Details

Transaction date: July 1, 2026; Form 4 filed July 6, 2026.
Reported items: 16,288 common shares (acquired at $0.00); 142,206 and 222,196 derivative/option awards (price N/A).
Total derivative awards shown: 364,402 shares (142,206 + 222,196).
Shares owned after transaction: not specified in the provided filing excerpt.
Footnotes of note:
- F1: Some Common Shares relate to options that may be earned/delivered under an earnout tied to VWAP milestones ($15, $20, $25) and will be earned one‑third when each milestone is met over a 30-trading-day period (window runs from 90 days after closing through July 1, 2031). The mergers closed on July 1, 2026.
- F2: Some awards are options received in exchange for prior Securitize stock options as part of the merger.
- F3: Certain options were vested and exercisable as of July 1, 2026.
- F4: As of July 1, 2026, 69,436 options were vested/exercisable and 152,760 remained unvested; unvested options vest at 13,887 per quarter.
Timeliness: The Form 4 was filed July 6 for July 1 transactions; Form 4s are typically due within two business days of the transaction, so this filing is later than the usual two-business-day window.

Context

These entries are awards/option-related (transaction code A) rather than open-market purchases or sales — they represent issuances and derivative grants tied to the merger and earnout structure, not immediate cash purchases or dispositions.
For retail investors: awards and option conversions after a merger are common and reflect deal-related compensation/earnout mechanics rather than a simple buy/sell signal. No immediate sale of shares is reported in this filing.

Form 4

Period: 2026-07-01

Chief Operating Officer

Transactions

Award
Common Shares
[F1]
2026-07-01+16,288→ 16,288 total
Award
Stock Options (Right to Buy)
[F2][F3]
2026-07-01+142,206→ 142,206 total
Exercise: $0.39Exp: 2032-02-13→ Common Shares (142,206 underlying)
Award
Stock Options (Right to Buy)
[F2][F4]
2026-07-01+222,196→ 222,196 total
Exercise: $0.59Exp: 2035-02-06→ Common Shares (222,196 underlying)

Footnotes (4)

[F1]Represents shares of Securitize Corp. common shares ("Common Shares") related to options held by the reporting person that may become earned by and delivered to the reporting person pursuant to the earnout provided for in that certain business combination agreement, dated as of October 27, 2025, by and between Issuer, Securitize, Inc. ("Securitize"), Cantor Equity Partners II, Inc. and certain other parties thereto (the "Business Combination Agreement"). These Common Shares will generally be earned one-third on the date that the 20-day volume-weighted average price per Common Share attains $15.00, $20.00 and $25.00 over a 30-trading day period during the period beginning 90-days after the closing of the Mergers (as defined below) and ending on July 1, 2031. The Mergers were consummated on July 1, 2026. On July 1, 2026, Issuer changed its name to Securitize Corp. from Securitize Holdings, Inc.
[F2]Represents options to acquire Common Shares received by the reporting person in exchange for options to acquire shares of Securitize common stock in connection with the mergers contemplated by the Business Combination Agreement (the "Mergers").
[F3]As of July 1, 2026, these options were vested and exercisable.
[F4]As of July 1, 2026, 69,436 options were vested and exercisable, with 152,760 of these options remaining unvested. These unvested options will vest 13,887 each quarter.

Signature

/s/ Jerome Roche, attorney-in-fact for William Dawson Miller|2026-07-06

1 file