Cavaghan Andrew 4
4 · Blue Gold Ltd · Filed Apr 6, 2026
Research Summary
AI-generated summary of this filing
Blue Gold (BGL) CEO Andrew Cavaghan Receives 2.45M Share Award
What Happened
- Andrew Cavaghan, CEO and Director of Blue Gold Ltd (BGL), was granted a total of 2,447,500 Class A Ordinary Shares on April 2, 2026. The grants are reported as acquisitions (code A) at $0.00 per share.
- The grants break down as: 157,500 fully vested shares, 890,000 restricted shares that vest on a daily schedule across fiscal years 2026–2029, and 1,400,000 performance-based restricted shares that vest upon achieving VWAP triggers ($15 and $35 over specified lookback periods).
Key Details
- Transaction date: April 2, 2026; Form 4 filed April 6, 2026 (timely filing).
- Grant details:
- 157,500 Class A shares — fully vested (per Plan).
- 890,000 Restricted Shares — vesting daily: 390,000 in FY2026, 240,000 in FY2027, 175,000 in FY2028, 85,000 in FY2029.
- 1,400,000 Performance‑based Restricted Shares — 600,000 vest at VWAP ≥ $15 (60-day avg within a 90-day lookback); 800,000 vest at VWAP ≥ $35 (same test).
- Price: all awarded at $0.00 (no cash paid for the awards).
- Shares owned after transaction: not specified in the filing; filing notes beneficial ownership through related entities (see below).
- Notable footnotes:
- Reporting person is sole owner of Pegasus Capital Limited (sole voting/dispositive power for shares held by that entity).
- 6,780 Class A shares are owned by Pegasus Capital Holdings Limited (Reporting Person is a 50% shareholder).
- Reporting person is sole director of Blue Gold Holdings Limited, which holds 350,000 Class A shares (deemed beneficially owned).
- No 10b5‑1 plan, tax‑withholding sale, or cashless exercise reported.
Context
- These are equity awards under Blue Gold’s 2025 Equity Incentive Plan. Fully vested shares are immediately owned; restricted and performance shares will vest only per the schedule or upon meeting VWAP hurdles, so some shares are contingent on time or stock-price conditions.
- Awards at $0.00 are standard for grants (they represent compensation/equity incentives rather than cash purchases). This filing is informational and does not by itself indicate intent to buy or sell additional shares.
Insider Transaction Report
Form 4
Cavaghan Andrew
DirectorCEO and Director
Transactions
- Award
Class A ordinary shares
[F4]2026-04-02+157,500→ 157,500 total - Award
Class A ordinary shares
[F5]2026-04-02+890,000→ 890,000 total - Award
Class A ordinary shares
[F6]2026-04-02+1,400,000→ 1,400,000 total
Holdings
- 2,631,965(indirect: By Pegasus Capital Limited, the Reporting Person's corporation.)
Class A ordinary shares
[F1] - 6,780(indirect: By Pegasus Capital Holdings Limited, the Reporting Person's corporation.)
Class A ordinary shares
[F2] - 350,000(indirect: By Blue Gold Holdings Limited, the Reporting Person's corporation.)
Class A ordinary shares
[F3] - 1,738(indirect: By Spouse)
Class A ordinary shares
- 995,484
Class A ordinary shares
Footnotes (6)
- [F1]Reporting Person is the sole owner of Pegasus Capital Limited and as such has sole voting and dispositive power with respect to such shares.
- [F2]6,780 shares of the Company's Class A Ordinary Shares are owned by Pegasus Capital Holdings Limited, or PCHL. The Reporting Person is a 50% shareholder of PCHL, and, as such, has voting and dispositive power over such shares.
- [F3]Reporting Person is the sole director of Blue Gold Holdings Limited, or BGHL, and as such is deemed to have beneficial ownership of the 350,000 Class A ordinary shares held by BGHL.
- [F4]Represents fully vested Class A Ordinary Shares granted to the Reporting Person pursuant to the Issuer's 2025 Equity Incentive Plan (the "Plan").
- [F5]Represents restricted Class A Ordinary Shares (the "Restricted Shares") granted to the Reporting Person pursuant to the Plan. The Restricted Shares will vest on a daily basis over the following schedule: (i) 390,000 in financial year 2026, (ii) 240,000 in financial year 2027, (iii) 175,000 in financial year 2028 and (iv) 85,000 in financial year 2029.
- [F6]Represents Restricted Shares granted to the Reporting Person pursuant to the Plan. 600,000 of the Restricted Shares will vest when the volume-weighted average price of the Issuer's Class A Ordinary Shares over any sixty (60) trading day period within the precedent ninety (90) consecutive trading days period is greater than or equal to $15 per Class A Ordinary Share. 800,000 of the Restricted Shares will vest when the volume-weighted average price of the Issuer's Class A Ordinary Shares over any sixty (60) trading day period within the precedent ninety (90) consecutive trading days period is greater than or equal to $35 per Class A Ordinary Share.
Signature
/s/ Carla Parsons, Attorney-in-Fact|2026-04-06