Lionsgate Studios Corp.·4

Jul 6, 4:04 PM ET

Goldsmith Brian 4

4 · Lionsgate Studios Corp. · Filed Jul 6, 2026

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Lionsgate (LION) COO Brian Goldsmith Receives RSU Awards; Shares Withheld

What Happened
Brian Goldsmith, Chief Operating Officer of Lionsgate Studios Corp. (LION), received multiple restricted share unit (RSU) awards on July 1 and July 3, 2026 totaling 437,012 RSUs (granted at $0.00). To satisfy tax withholding obligations upon vesting, the issuer withheld/canceled a total of 219,584 common shares in transactions treated as disposals (code F), producing aggregate consideration of approximately $3,295,324. These transactions are compensation-related (awards and tax withholding), not open-market sales.

Key Details

  • Transaction dates & prices:
    • July 1, 2026: Grants of 221,224; 61,530; and 85,342 RSUs (acquisitions at $0.00).
    • July 1, 2026: Withholdings/cancellations of 31,306 shares @ $15.31 and 31,306 @ $15.03; and 43,422 @ $15.31 and 43,422 @ $15.03 (tax withholding).
    • July 3, 2026: Grant of 68,916 RSUs (acquisition at $0.00) and withholdings/cancellations of 35,064 shares @ $14.66 (reported twice).
  • Shares withheld/cancelled to cover taxes: 219,584 shares, proceeds ≈ $3.30M.
  • Shares acquired (RSU awards): 437,012 RSUs (payable in common shares upon vesting).
  • Shares owned after transaction: Not specified in the provided excerpt.
  • Notable footnotes: Grants include both time‑ and performance‑based RSUs with staggered vesting schedules (vest dates spanning 2026–2029). Several footnotes (F3, F6, F7, F9, F10, F12) confirm automatic share withholding/cancellation to satisfy tax obligations. F1 notes one award was at 95% of target under an employment agreement.
  • Filing date: Form 4 filed July 6, 2026 (review timeliness if relevant; no late‑filing flag shown in the excerpt).

Context
These transactions reflect routine compensation mechanics: RSU grants (awards) and issuer share withholding (a common “sell‑to‑cover” or cancellation) to satisfy tax liabilities. That withholding is not an open‑market sale expressing the insider’s sentiment about the stock. Many of the RSUs are scheduled to vest over multiple future dates (2026–2029), so additional shares may be issued or withheld as those vesting events occur.

Insider Transaction Report

Form 4
Period: 2026-07-01
Goldsmith Brian
Chief Operating Officer
Transactions
  • Award

    Common Shares

    [F1][F2]
    2026-07-01+221,2241,737,678 total
  • Tax Payment

    Common Shares

    [F3][F4]
    2026-07-01$15.31/sh31,306$479,2951,706,372 total
  • Award

    Common Shares

    [F5][F4]
    2026-07-01+61,5301,767,902 total
  • Tax Payment

    Common Shares

    [F6][F4]
    2026-07-01$15.03/sh31,306$470,5291,736,596 total
  • Tax Payment

    Common Shares

    [F7][F8]
    2026-07-01$15.31/sh43,422$664,7911,693,174 total
  • Award

    Common Shares

    [F5][F8]
    2026-07-01+85,3421,778,516 total
  • Tax Payment

    Common Shares

    [F9][F8]
    2026-07-01$15.03/sh43,422$652,6331,735,094 total
  • Tax Payment

    Common Shares

    [F10][F11]
    2026-07-03$14.66/sh35,064$514,0381,700,030 total
  • Award

    Common Shares

    [F5][F11]
    2026-07-03+68,9161,768,946 total
  • Tax Payment

    Common Shares

    [F12][F11]
    2026-07-03$14.66/sh35,064$514,0381,733,882 total
Footnotes (12)
  • [F1]Represents an annual equity award at 95% of target, granted pursuant to the terms of an employment agreement with the reporting person.
  • [F10]Represents common shares withheld by the Issuer to satisfy certain tax withholding obligations upon the vesting of 68,916 RSUs. The grant of the units was previously reported and, pursuant to the Lionsgate Studios Corp. 2025 Performance Incentive Plan and the Issuer's policies, 35,064 common shares were automatically canceled to cover certain of the reporting person's tax obligations.
  • [F11]Amount includes the following RSUs granted by the Issuer, payable upon vesting in an equal number of common shares of the Issuer: (i) 61,529 RSUs scheduled to vest on July 1, 2027; (ii) 170,682 RSUs scheduled to vest in two equal annual installments on July 1, 2027 and 2028; and (iii) 221,224 RSUs scheduled to vest in three equal annual installments on July 1, 2027, 2028 and 2029.
  • [F12]Represents common shares withheld by the Issuer to satisfy certain tax withholding obligations upon the vesting of 68,916 performance RSUs. The grant of the units is reported herein and, pursuant to the Lionsgate Studios Corp. 2025 Performance Incentive Plan and the Issuer's policies, 35,064 common shares were automatically canceled to cover certain of the reporting person's tax obligations.
  • [F2]Amount includes the following restricted share units ("RSUs") granted by the Issuer, payable upon vesting in an equal number of common shares of the Issuer: (i) 68,916 RSUs scheduled to vest on July 3, 2026; (ii) 123,05 RSUs scheduled to vest in two equal annual installments on July 1, 2026 and 2027; (iii) 256,024 RSUs scheduled to vest in three equal annual installments on July 1, 2026, 2027 and 2028; and (iv) 221,224 RSUs scheduled to vest in three equal annual installments on July 1, 2027, 2028 and 2029.
  • [F3]Represents common shares withheld by the Issuer to satisfy certain tax withholding obligations upon the vesting of 61,530 RSUs. The grant of the units was previously reported and, pursuant to the Lionsgate Studios Corp. 2025 Performance Incentive Plan and the Issuer's policies, 31,306 common shares were automatically canceled to cover certain of the reporting person's tax obligations.
  • [F4]Amount includes the following RSUs granted by the Issuer, payable upon vesting in an equal number of common shares of the Issuer: (i) 68,916 RSUs scheduled to vest on July 3, 2026; (ii) 61,529 RSUs scheduled to vest on July 1, 2027; (iii) 256,024 RSUs scheduled to vest in three equal annual installments on July 1, 2026, 2027 and 2028; and (iv) 221,224 RSUs scheduled to vest in three equal annual installments on July 1, 2027, 2028 and 2029.
  • [F5]Represents common shares issued upon the vesting of performance RSUs granted pursuant to the terms of an employment agreement.
  • [F6]Represents common shares withheld by the Issuer to satisfy certain tax withholding obligations upon the vesting of 61,530 performance RSUs. The grant of the units is reported herein and, pursuant to the Lionsgate Studios Corp. 2025 Performance Incentive Plan and the Issuer's policies, 31,306 common shares were automatically canceled to cover certain of the reporting person's tax obligations.
  • [F7]Represents common shares withheld by the Issuer to satisfy certain tax withholding obligations upon the vesting of 85,342 RSUs. The grant of the units was previously reported and, pursuant to the Lionsgate Studios Corp. 2025 Performance Incentive Plan and the Issuer's policies, 43,422 common shares were automatically canceled to cover certain of the reporting person's tax obligations.
  • [F8]Amount includes the following RSUs granted by the Issuer, payable upon vesting in an equal number of common shares of the Issuer: (i) 68,916 RSUs scheduled to vest on July 3, 2026; (ii) 61,529 RSUs scheduled to vest on July 1, 2027; (iii) 170,682 RSUs scheduled to vest in two equal annual installments on July 1, 2027 and 2028; and (iv) 221,224 RSUs scheduled to vest in three equal annual installments on July 1, 2027, 2028 and 2029.
  • [F9]Represents common shares withheld by the Issuer to satisfy certain tax withholding obligations upon the vesting of 85,342 performance RSUs. The grant of the units is reported herein and, pursuant to the Lionsgate Studios Corp. 2025 Performance Incentive Plan and the Issuer's policies, 43,422 common shares were automatically canceled to cover certain of the reporting person's tax obligations.
Signature
Brian Goldsmith (By Adrian Kuzycz by Power of Attorney)|2026-07-06

Documents

1 file
  • 4
    wk-form4_1783368259.xmlPrimary

    FORM 4