LAGOMARSINO SIMONE 4
4 · First Foundation Inc. · Filed Apr 1, 2026
Research Summary
AI-generated summary of this filing
First Foundation President Simone Lagomarsino Sells FFWM Shares
What Happened
Simone Lagomarsino, President and Director of First Foundation Inc. (FFWM), reported dispositions totaling 186,051 issuer shares on 2026-04-01. The filings show three entries: 50,002 shares, 121,951 shares, and 14,098 shares (the latter reported as a derivative/RSU). Each disposition is reported at $0.00 per share because the transfers were made pursuant to the Merger Agreement with FirstSun Capital Bancorp, not an open-market sale. As a result of the merger, the reporting person no longer beneficially owns any First Foundation common stock.
Key Details
- Transaction date: 2026-04-01 (filed 2026-04-01). No late filing flag indicated.
- Shares disposed: 50,002 + 121,951 + 14,098 = 186,051 FFWM shares. Reported price: $0.00 per share (merger conversion).
- Shares owned after transaction: 0 shares of First Foundation common stock.
- Merger mechanics: Under the Merger Agreement, each FFWM share converted into the right to receive 0.16083 shares of FirstSun common stock (cash paid in lieu of fractional shares). That conversion would equal roughly 29,923 FirstSun shares before fractional cash adjustments, though some awards were handled separately (see below).
- Footnotes of note:
- F1: Dispositions occurred pursuant to the October 27, 2025 Merger Agreement with FirstSun; conversion at the Exchange Ratio described above.
- F2/F3: Certain restricted stock units (including ~46,316 RSUs referenced) and performance-based RSUs were assumed by FirstSun and then forfeited upon the reporting person’s separation of service at the merger effective time.
- Filing timeliness: Report appears to be filed on the transaction date; no late filing indicated in the report.
Context
This was a corporate merger-related conversion/forfeiture, not an open-market sale. The $0.00 per-share reporting reflects conversion into FirstSun stock (and cash in lieu for fractions) or forfeiture of RSUs, so the filing does not directly indicate a traditional liquidity-driven sale by the insider. For retail investors, merger-driven dispositions are routine corporate-event mechanics and do not necessarily reflect the insider’s view of the combined company.
Insider Transaction Report
- Disposition to Issuer
Common Stock
[F1][F2]2026-04-01−50,002→ 0 total - Disposition to Issuer
Common Stock
[F1]2026-04-01−121,951→ 0 total(indirect: By Trust) - Disposition to Issuer
Restricted Stock Unit
[F3]2026-04-01+14,098→ 0 total→ Common Stock (14,098 underlying)
Footnotes (3)
- [F1]Disposed of pursuant to the Agreement and Plan of Merger, dated October 27, 2025 (the "Merger Agreement"), by and between the Issuer and FirstSun Capital Bancorp ("FirstSun"). Pursuant to the terms of the Merger Agreement, at the effective time of the merger, each share of Issuer common stock converted into the right to receive 0.16083 shares of FirstSun common stock (the "Exchange Ratio"), with cash paid in lieu of fractional shares. As a result of the merger, the reporting person no longer beneficially owns, directly or indirectly, any shares of Issuer common stock.
- [F2]Includes restricted stock units with respect to 46,316 shares of the Issuer's common stock. Pursuant to the Merger Agreement, at the effective time of the merger, the restricted stock units were assumed by FirstSun and converted into restricted stock units with respect to a number of shares of FirstSun common stock equal to the number of issuer shares underlying the restricted stock unit multiplied by the Exchange Ratio. Upon the reporting person's separation of service at the effective time of the merger, all restricted stock units were forfeited.
- [F3]Performance-vested RSUs under Issuer's 2024 Equity Incentive Plan, in each case subject to continuous employment and subject to the achievement of certain performance criteria and strategic goals. Pursuant to the Merger Agreement, at the effective time of the merger, the restricted stock units were assumed by FirstSun and converted into restricted stock units with respect to a number of shares of FirstSun common stock equal to the number of issuer shares underlying the restricted stock unit multiplied by the Exchange Ratio. Upon the reporting person's separation of service at the effective time of the merger, all such restricted stock units were forfeited.