Wood Kyle Irvin 4

What Happened

• Kyle Irvin Wood, Chief Legal Officer of ProCap Financial, received 314,885 shares upon settlement of restricted stock units (RSUs) on 2026-03-23 (transaction code A). The RSUs settled at $0.00 per share as a grant, with the company withholding 161,500 shares to satisfy tax obligations (transaction code F) at $2.62 per share, generating $423,130 in tax withholding. The gross value of the vested award at the $2.62 price is roughly $825,000; the net shares delivered to Wood were 153,385.

Key Details

• Transaction dates: 2026-03-23 (settlement/award and tax withholding)
• Prices and amounts:
  • Award/settlement: 314,885 shares @ $0.00 (RSU settlement; code A)
  • Tax withholding/disposition: 161,500 shares @ $2.62 = $423,130 (code F)
• Net shares received: 314,885 − 161,500 = 153,385 shares
• Shares owned after transaction: not disclosed in the filing
• Footnotes:
  • F1: RSUs settled into common shares (each RSU = right to one share).
  • F2: Issuer withheld 161,500 shares to satisfy tax withholding; reporting person received net shares.
• Filing: Report dated 2026-03-25 covering the 3/23/2026 transaction (no late-filing flag indicated in the provided data).

Context

• This was an RSU vesting and tax-withholding event—not an open-market purchase or sale. The withholding was a common cashless tax-satisfaction method (company retains shares to cover taxes). Such awards represent compensation and do not, by themselves, indicate a buy/sell signal from the insider.