ACKMAN WILLIAM A 4
4 · PERSHING SQUARE INC. · Filed May 4, 2026
Research Summary
AI-generated summary of this filing
Pershing Square (PS) 10% Owner Bill Ackman Buys Shares
What Happened
- Bill Ackman (reported as a 10% owner) completed multiple transactions around Pershing Square Inc.'s combined IPO/private placement (April 28 and April 30, 2026). He made open-market purchases of 81,762 shares at $22.61, 659,540 shares at $23.88 and 58,698 shares at $24.20 (total paid ≈ $19.0M). He also received a large derivative grant (92,878,204 units reported as an award/derivative on 4/28) and several other non‑priced acquisitions, while transferring/contributing shares back to the issuer (6,874,237 shares on 4/30) and contributing/gifting 300,000 shares on 4/28.
Key Details
- Transaction dates: April 28, 2026 and April 30, 2026 (Form 4 filed May 4, 2026).
- Open-market purchases: 81,762 @ $22.61; 659,540 @ $23.88; 58,698 @ $24.20 — total cash spent ≈ $19.0M.
- Other reported acquisitions: 700,000; 168,200; and 4,240 shares (code J, no price listed), plus a 10,489-share award on 4/30 (code A).
- Large derivative award: 92,878,204 (reported 4/28 as an award/derivative); details and conversion terms are in footnotes.
- Dispositions: Gift of 300,000 shares (4/28) and a disposition/transfer to the issuer of 6,874,237 shares (4/30) (both reported at $0).
- Shares owned after transaction: not stated explicitly on the Form 4; see footnotes for potential beneficial‑ownership disclosures (the filer disclaims beneficial ownership except for any pecuniary interest).
- Notable footnotes: transactions relate to the combined IPO/private placement of Pershing Square and Pershing Square USA; some shares were issued or transferred as part of purchase‑price adjustment mechanics and M Unit grants that are redeemable for issuer shares (see footnotes F1, F2, F10, F13, F15–F17).
- Filing timing: Form 4 filed May 4 covering April 28 and April 30 transactions (the filing date is shown on the form).
Context
- The massive derivative/award reported (92.9M units) appears to be related to PSPG M Units and purchase‑price adjustment mechanics; per footnotes, M Units are vested and may be redeemable one‑for‑one for issuer shares subject to PSPG terms — this is a derivative/structural matter related to the IPO transaction, not a simple open‑market buy.
- Gifts or transfers (like the 300k gift and the multi‑million share transfer to the issuer) can reflect corporate or tax/transaction structuring and do not necessarily signal market sentiment.
- As a reported 10% owner (not a routine officer trade), these movements reflect institutional reorganization tied to the combined IPO/private placement and PSPG arrangements; retail investors should treat the open‑market purchases as a straightforward cash purchase signal, while the large awards/transfers reflect transaction mechanics described in the footnotes.
Insider Transaction Report
Form 4
ACKMAN WILLIAM A
DirectorCEO & Chairman10% Owner
Transactions
- Other
Common Stock
[F1][F2]2026-04-30+700,000→ 700,000 total - Purchase
Common Stock
[F3][F4]2026-04-30$22.61/sh+81,762$1,848,557→ 781,762 total - Purchase
Common Stock
[F3][F5]2026-04-30$23.88/sh+659,540$15,746,518→ 1,441,302 total - Purchase
Common Stock
[F3][F6]2026-04-30$24.20/sh+58,698$1,420,726→ 1,500,000 total - Other
Common Stock
[F1][F2][F7][F11]2026-04-30+168,200→ 168,200 total(indirect: See footnotes) - Other
Common Stock
[F1][F2][F8][F9][F11]2026-04-30+4,240→ 304,240 total(indirect: See footnotes) - Award
Common Stock
[F1][F10][F9][F11]2026-04-30+10,489→ 314,729 total(indirect: See footnotes) - Gift
Common Stock
[F8][F12]2026-04-28−300,000→ 83,700,000 total(indirect: See footnote) - Disposition to Issuer
Common Stock
[F1][F13][F12]2026-04-30−6,874,237→ 76,825,763 total(indirect: See footnote) - Award
M Units of Pershing Square Partner Group, LLC
[F15][F16][F17][F12]2026-04-28+92,878,204→ 92,878,204 total(indirect: See footnote)→ Common Stock (86,493,537 underlying)
Holdings
- 16,000,000(indirect: See footnote)
Common Stock
[F14]
Footnotes (17)
- [F1]On April 30, 2026, the Issuer and Pershing Square USA, Ltd. ("PSUS") completed a combined transaction, consisting of (i) an initial public offering (the "PS IPO") and a concurrent private placement (the "PS Private Placement") of Issuer common stock and (ii) an initial public offering (the "PSUS IPO" and together with the PS IPO, the "combined IPO") and a concurrent private placement (the "PSUS Private Placement" and together with the PS Private Placement, the "combined private placement") of PSUS's Common Shares of Beneficial Interest ("PSUS Common Shares") (collectively, the "combined transaction").
- [F10]Reflects the acquisition of Issuer common stock in connection with the combined private placement. In connection with the PS Private Placement, each initial investor acquired 1.5 shares of Issuer common stock for no additional consideration for every 5 PSUS Common Shares that the investor purchased in the PSUS Private Placement.
- [F11]The Reporting Person may be deemed to be the beneficial owner of these shares for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). The Reporting Person disclaims beneficial ownership of these shares, except to the extent of any pecuniary interest therein.
- [F12]Reflects shares directly held by WAA Management LLC, of which the Reporting Person is the sole manager.
- [F13]Pursuant to the Amended and Restated Purchase Price Adjustment Agreement (the "A&R Purchase Price Adjustment Agreement") by and among the Issuer, Pershing Square Partner Group, LLC ("PSPG") and the other parties thereto (including the Reporting Person), PSPG and other parties thereto (including the Reporting Person) contributed Issuer common stock to the Issuer in an aggregate amount equal to the number of shares of Issuer common stock issued in connection with the combined transaction. Each party's contribution ("Purchase Price Adjustment Contribution") corresponds to such party's pro rata share of the aggregate number of shares of Issuer common stock held by the parties as of immediately prior to the completion of the combined transaction.
- [F14]Reflects shares directly held a grantor retained annuity trust, of which the Reporting Person is the trustee.
- [F15]These M Units ("M Units") of PSPG were granted to the Reporting Person pursuant to an amendment of PSPG's governing document on a pro rata basis of the Reporting Person's prior interest in PSPG on April 28, 2026. These M Units are fully vested. The grant was approved by the board of directors of the Issuer in accordance with Rule 16b-3 under the Exchange Act.
- [F16]Upon vesting, each M Unit may be redeemed by the holder, subject to certain conditions, for shares of Issuer common stock held by PSPG on a one-for-one basis, subject to certain adjustments pursuant to the terms approved by the board of directors of the Issuer. These redemption rights do not expire.
- [F17]Reflects the pro rata adjustment, pursuant to PSPG's governing document in connection with its Purchase Price Adjustment Contribution, of the number of shares of Issuer common stock for which each M Unit may be redeemed.
- [F2]Reflects the acquisition of Issuer common stock in connection with the combined IPO. In connection with the PS IPO, each initial investor acquired 1 share of Issuer common stock for no additional consideration for every 5 PSUS Common Shares that the investor purchased in the PSUS IPO.
- [F3]The price reported in Column 4 is a weighted average price. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (4) through (6) in this Form 4.
- [F4]Reflects the acquisition of Issuer common stock through multiple open market transactions at prices ranging from $22.030 to $23.025, inclusive.
- [F5]Reflects the acquisition of Issuer common stock through multiple open market transactions at prices ranging from $23.030 to $24.005, inclusive.
- [F6]Reflects the acquisition of Issuer common stock through multiple open market transactions at prices ranging from $24.030 to $24.400, inclusive.
- [F7]Reflects Issuer common stock held by a limited liability company that is wholly owned by the Reporting Person's spouse.
- [F8]Reflects a contribution of 300,000 shares of Issuer common stock by the Reporting Person on April 28, 2026.
- [F9]Reflects Issuer common stock held by trusts for the benefit of, or whose beneficiaries include, the Reporting Person's family members.