Saloom Kaliste 4
4 · Big Digital Energy, Inc. · Filed May 13, 2026
Research Summary
AI-generated summary of this filing
BGDE GC Saloom Kaliste Receives 17,365 Shares via RSU Acceleration
What Happened
Saloom Kaliste, General Counsel & Corporate Secretary of Big Digital Energy, had restricted stock units (RSUs) accelerate due to a change of control effective April 6, 2026. A total of 17,365 RSUs converted into shares (reported as derivative exercises), and 5,604 of those shares were surrendered to cover tax withholding at $2.59 per share (total withholding ≈ $14,514). The RSU settlements were recorded as converting on April 6 (accelerated) and were settled for shares on May 8, 2026 per the filing footnotes.
Key Details
- Transaction date (acceleration): April 6, 2026; settlement to shares: May 8, 2026; Form 4 filed: May 13, 2026 (filed late relative to the usual 2-business-day rule).
- Shares converted: 17,365 RSUs converted into shares (listed as derivative exercises).
- Tax/withholding: 5,604 shares withheld at $2.59/share for taxes = $14,514. Net shares delivered to the insider = 17,365 − 5,604 = 11,761.
- Relevant footnotes: acceleration caused by a change of control; the RSUs were grants from Dec 18, 2025 (11,962 RSUs) and July 1, 2024 (7,204 RSUs) and were settled for shares on May 8, 2026.
- Filing timeliness: The Form 4 was filed on May 13, 2026 covering an April 6 transaction—this is later than the typical 2-business-day reporting requirement.
Context
These transactions are RSU vesting/settlement due to an accelerated vesting provision after a change of control, not an open-market buy or sale. The withholding of shares to cover taxes is a routine, administrative step (a cashless-like settlement) and does not necessarily indicate a buy/sell decision about the company's prospects. The late filing is a disclosure timing issue investors should note but does not change the underlying transactions.
Insider Transaction Report
- Exercise/Conversion
Common Stock
[F2]2026-04-06+17,365→ 47,536 total - Tax Payment
Common Stock
2026-04-06$2.59/sh−5,604$14,514→ 41,932 total - Exercise/Conversion
Restricted Stock Units
[F1][F2]2026-04-06−11,962→ 5,403 total→ Common Stock (11,962 underlying) - Exercise/Conversion
Restricted Stock Units
[F1][F3]2026-04-06−5,403→ 0 total→ Common Stock (5,403 underlying)
Footnotes (3)
- [F1]Each restricted stock unit is issued under and subject to the terms of the Mawson Infrastructure Group Inc 2024 Omnibus Equity Incentive Plan ("Plan"), and represents the right to receive, at settlement, one share of common stock, an equivalent cash amount at fair market value, or a combination, at the discretion of the Administrator of the Plan.
- [F2]On December 18, 2025, the reporting person was granted 11,962 restricted stock units, which were scheduled to vest in full on December 18, 2026. The vesting date of such grant was accelerated due to a change of control, as defined by the Plan, effective April 6, 2026. The restricted stock units were settled for shares of common stock on May 8, 2026.
- [F3]On July 1, 2024, the reporting person was granted 7,204 restricted stock units, which were scheduled to vest in four equal installments on August 26, 2025, August 25, 2026, August 24, 2027, and August 23, 2028. Vesting of the final three installments was accelerated due to a change of control, as defined by the Plan, effective April 6, 2026. The restricted stock units were settled for shares of common stock on May 8, 2026.