GMR Solutions Inc.·4

May 15, 4:35 PM ET

COOK THOMAS A A 4

4 · GMR Solutions Inc. · Filed May 15, 2026

Research Summary

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GMR Solutions (GMRS) EVP Thomas Cook Receives Equity Awards

What Happened

  • Thomas A. A. Cook, EVP, General Counsel & Secretary of GMR Solutions (GMRS), received a total of 492,770 equity awards across grants reported May 12–13, 2026. The filing shows: 248,342 shares (grant, $0 reported), 169,428 derivative awards (grant, $0), and 75,000 derivative awards (grant, $0). These are compensation awards (not open-market purchases or sales).

Key Details

  • Transaction dates: May 12, 2026 (two grants) and May 13, 2026 (one grant); all reported on Form 4 filed May 15, 2026.
  • Reported consideration: $0 — these are grants/awards, not purchases or sales.
  • Total awards: 492,770 equity instruments.
  • Footnote highlights from the Form 4:
    • Some awards are performance-based RSUs that vest upon the IPO closing and settle in Class A common stock six months after IPO (F1).
    • The filing also includes time-based RSUs that vest upon IPO closing and settle six months after IPO (F2), and RSUs that may vest in three equal annual installments beginning May 12, 2027 (F5).
    • Some awards are stock options that vest in three equal annual installments beginning May 12, 2027 (F3).
    • Each RSU represents a contingent right to one share and may be settled in stock or cash at the issuer’s discretion (F4).
  • Post-transaction holdings: the Form 4 excerpt did not specify total shares owned after these grants — see the full Form 4 for current beneficial ownership.
  • Timeliness: transactions occurred May 12–13 and the Form 4 was filed May 15; this appears to be filed one business day after the typical two-business-day reporting window — check the Form 4 for any late filing notation.

Context

  • These are company compensation grants (awards and derivative awards like RSUs/options). They reflect future rights to receive shares if vesting and settlement conditions are met (e.g., IPO closing or future vesting dates), not immediate purchases or sales.
  • For retail investors: grants can dilute share count when settled; they do not by themselves indicate insider buying or selling intent.

Insider Transaction Report

Form 4
Period: 2026-05-12
COOK THOMAS A A
EVP, GC & Secretary
Transactions
  • Award

    Class A Common Stock

    [F1][F2]
    2026-05-12+248,342927,568 total
  • Award

    Stock Options (Right to Buy)

    [F3]
    2026-05-12+169,428169,428 total
    Exercise: $15.00Exp: 2036-05-12Class A Common Stock (169,428 underlying)
  • Award

    Restricted Stock Units

    [F4][F5]
    2026-05-13+75,00075,000 total
    Class A Common Stock (75,000 underlying)
Footnotes (5)
  • [F1]Represents the number of performance-based restricted stock units ("RSUs") determined to vest upon the consummation of the Issuer's initial public offering (the "IPO Closing"), which settle in shares of Class A Common Stock six months after the IPO Closing. These RSUs were previously reported on the Reporting Person's Form 3.
  • [F2]Includes 459,488 time-based RSUs that vest upon the IPO Closing, which settle in shares of Class A Common Stock six months after the IPO Closing. These RSUs were previously reported on the Reporting Person's Form 3.
  • [F3]These stock options vest in three equal annual installments beginning on May 12, 2027. These stock options were previously reported on the Reporting Person's Form 3.
  • [F4]Each RSU represents a contingent right to receive one share of Class A Common Stock. The RSUs will be settled in either Class A Common Stock or cash (or a combination thereof) at the Issuer's discretion.
  • [F5]These RSUs vest in three equal annual installments beginning on May 12, 2027.
Signature
/s/ Thomas Cook|2026-05-15

Documents

1 file
  • 4
    tm2614730-4_4seq1.xmlPrimary

    OWNERSHIP DOCUMENT