Nemati Marc A. 4

What Happened

• Marc A. Nemati, President, CEO and Director of GrabAGun Digital Holdings (PEW), had a tranche of restricted stock units vest on July 15, 2026 (16,666 RSUs). Those RSUs converted into shares and an equal number (16,666) were disposed to cover tax withholding. Separately, on July 16, 2026 he sold 4,083 shares in an open-market transaction at $2.57 per share, netting $10,493.
• The RSU conversion is reported as a derivative exercise/conversion (code M). The tax-related disposition is shown at $0 (sell-to-cover). The open-market sale is coded S and was effected pursuant to a Rule 10b5-1 trading plan.

Key Details

• Transaction dates and prices:
  • 2026-07-15: 16,666 RSUs converted to 16,666 shares (derivative conversion, code M).
  • 2026-07-15: 16,666 shares disposed at $0 to cover tax withholding (derivative).
  • 2026-07-16: 4,083 shares sold at $2.57 each, proceeds $10,493 (open-market sale).
• Footnotes:
  • F1: Each RSU converts to one share when vested.
  • F2: The 16,666 shares sold were to cover tax withholding; sale was under a Rule 10b5-1 plan (not a discretionary trade).
  • F3: These RSUs were part of a 200,000-RSU grant (9/29/2025) vesting in 12 equal quarterly increments beginning 7/15/2025.
• Shares owned after the transactions: not specified in the provided filing excerpt.
• Filing timeliness: Form 4 filed July 17, 2026 reporting transactions on July 15–16, 2026 — appears timely under Form 4 rules.

Context

• The RSU conversion plus immediate sell-to-cover is routine: vested awards are often converted and a portion sold to satisfy tax withholding, which does not necessarily indicate a change in insider sentiment.
• The separate 4,083-share sale was made under a pre-existing 10b5-1 plan, meaning it was planned in advance and not an ad-hoc, discretionary sale. The cash raised ($10.5k) is modest and unlikely to be material for most investors.