Alder Melanie 4

Accession 0001628280-25-042680

CIK 0001811935other

View on SEC.gov Company Profile

Filed

Sep 23, 8:00 PM ET

Accepted

Sep 24, 9:19 PM ET

Size

38.2 KB

Accession

0001628280-25-042680

Insider Transaction Report

Form 4

Period: 2025-09-22

Pattern Group Inc.PTRN

Wright David K.

DirectorChief Executive Officer10% Owner

Transactions

Other
Series A Common Stock
2025-09-22+50,991,951→ 50,991,951 total(indirect: By Trust)
Other
Founder Non-Voting Preferred Stock
2025-09-22−41,817,539→ 0 total(indirect: By Trust)
→ See footnotes (50,991,951 underlying)
Other
Founder Voting Preferred Stock
2025-09-22−10,682,278→ 0 total
→ See footnotes (13,025,878 underlying)
Sale
Series A Common Stock
2025-09-22$13.02/sh−5,694,671$74,144,616→ 45,297,280 total(indirect: By Trust)
Other
Series B Common Stock
2025-09-22+8,676,632→ 8,676,632 total(indirect: By Spouse)
→ Series A Common Stock (8,676,632 underlying)
Sale
Series A Common Stock
2025-09-22$13.02/sh−3,719,615$48,429,387→ 29,418,585 total(indirect: By Trust)
Other
Founder Non-Voting Preferred Stock
2025-09-22−27,176,014→ 0 total(indirect: By Trust)
→ See footnotes (33,138,200 underlying)
Other
Series B Common Stock
2025-09-22+13,025,878→ 13,025,878 total
→ Series A Common Stock (13,025,878 underlying)
Other
Series A Common Stock
2025-09-22+292,781→ 292,781 total
Other
Series A Common Stock
2025-09-22+33,138,200→ 33,138,200 total(indirect: By Trust)
Other
Founder Voting Preferred Stock
2025-09-22−7,115,543→ 0 total(indirect: By Spouse)
→ See footnotes (8,676,632 underlying)
Other
Common Stock
2025-09-22−292,781→ 0 total
Other
Common Stock
2025-09-22−97,593→ 0 total(indirect: By Spouse)
Other
Series A Common Stock
2025-09-22+97,593→ 97,593 total(indirect: By Spouse)

Alder Melanie

DirectorChief Strategy Officer10% Owner

Transactions

Other
Series A Common Stock
2025-09-22+50,991,951→ 50,991,951 total(indirect: By Trust)
Other
Founder Non-Voting Preferred Stock
2025-09-22−27,176,014→ 0 total(indirect: By Trust)
→ See footnotes (33,138,200 underlying)
Other
Series B Common Stock
2025-09-22+13,025,878→ 13,025,878 total
→ Series A Common Stock (13,025,878 underlying)
Other
Common Stock
2025-09-22−97,593→ 0 total(indirect: By Spouse)
Sale
Series A Common Stock
2025-09-22$13.02/sh−3,719,615$48,429,387→ 29,418,585 total(indirect: By Trust)
Other
Founder Non-Voting Preferred Stock
2025-09-22−41,817,539→ 0 total(indirect: By Trust)
→ See footnotes (50,991,951 underlying)
Other
Common Stock
2025-09-22−292,781→ 0 total
Other
Founder Voting Preferred Stock
2025-09-22−10,682,278→ 0 total
→ See footnotes (13,025,878 underlying)
Other
Series B Common Stock
2025-09-22+8,676,632→ 8,676,632 total(indirect: By Spouse)
→ Series A Common Stock (8,676,632 underlying)
Other
Series A Common Stock
2025-09-22+97,593→ 97,593 total(indirect: By Spouse)
Other
Series A Common Stock
2025-09-22+33,138,200→ 33,138,200 total(indirect: By Trust)
Other
Series A Common Stock
2025-09-22+292,781→ 292,781 total
Other
Founder Voting Preferred Stock
2025-09-22−7,115,543→ 0 total(indirect: By Spouse)
→ See footnotes (8,676,632 underlying)
Sale
Series A Common Stock
2025-09-22$13.02/sh−5,694,671$74,144,616→ 45,297,280 total(indirect: By Trust)

Alder Irrevocable Trust

10% Owner

Transactions

Sale
Series A Common Stock
2025-09-22$13.02/sh−5,694,671$74,144,616→ 45,297,280 total(indirect: By Trust)
Other
Common Stock
2025-09-22−97,593→ 0 total(indirect: By Spouse)
Other
Series A Common Stock
2025-09-22+33,138,200→ 33,138,200 total(indirect: By Trust)
Sale
Series A Common Stock
2025-09-22$13.02/sh−3,719,615$48,429,387→ 29,418,585 total(indirect: By Trust)
Other
Founder Non-Voting Preferred Stock
2025-09-22−27,176,014→ 0 total(indirect: By Trust)
→ See footnotes (33,138,200 underlying)
Other
Founder Voting Preferred Stock
2025-09-22−10,682,278→ 0 total
→ See footnotes (13,025,878 underlying)
Other
Founder Voting Preferred Stock
2025-09-22−7,115,543→ 0 total(indirect: By Spouse)
→ See footnotes (8,676,632 underlying)
Other
Series A Common Stock
2025-09-22+50,991,951→ 50,991,951 total(indirect: By Trust)
Other
Common Stock
2025-09-22−292,781→ 0 total
Other
Series A Common Stock
2025-09-22+292,781→ 292,781 total
Other
Series A Common Stock
2025-09-22+97,593→ 97,593 total(indirect: By Spouse)
Other
Series B Common Stock
2025-09-22+13,025,878→ 13,025,878 total
→ Series A Common Stock (13,025,878 underlying)
Other
Series B Common Stock
2025-09-22+8,676,632→ 8,676,632 total(indirect: By Spouse)
→ Series A Common Stock (8,676,632 underlying)
Other
Founder Non-Voting Preferred Stock
2025-09-22−41,817,539→ 0 total(indirect: By Trust)
→ See footnotes (50,991,951 underlying)

Wright Irrevocable Trust

10% Owner

Transactions

Other
Common Stock
2025-09-22−97,593→ 0 total(indirect: By Spouse)
Other
Series A Common Stock
2025-09-22+292,781→ 292,781 total
Other
Common Stock
2025-09-22−292,781→ 0 total
Sale
Series A Common Stock
2025-09-22$13.02/sh−5,694,671$74,144,616→ 45,297,280 total(indirect: By Trust)
Other
Series A Common Stock
2025-09-22+33,138,200→ 33,138,200 total(indirect: By Trust)
Other
Series B Common Stock
2025-09-22+13,025,878→ 13,025,878 total
→ Series A Common Stock (13,025,878 underlying)
Other
Series B Common Stock
2025-09-22+8,676,632→ 8,676,632 total(indirect: By Spouse)
→ Series A Common Stock (8,676,632 underlying)
Other
Series A Common Stock
2025-09-22+97,593→ 97,593 total(indirect: By Spouse)
Other
Series A Common Stock
2025-09-22+50,991,951→ 50,991,951 total(indirect: By Trust)
Sale
Series A Common Stock
2025-09-22$13.02/sh−3,719,615$48,429,387→ 29,418,585 total(indirect: By Trust)
Other
Founder Non-Voting Preferred Stock
2025-09-22−41,817,539→ 0 total(indirect: By Trust)
→ See footnotes (50,991,951 underlying)
Other
Founder Non-Voting Preferred Stock
2025-09-22−27,176,014→ 0 total(indirect: By Trust)
→ See footnotes (33,138,200 underlying)
Other
Founder Voting Preferred Stock
2025-09-22−10,682,278→ 0 total
→ See footnotes (13,025,878 underlying)
Other
Founder Voting Preferred Stock
2025-09-22−7,115,543→ 0 total(indirect: By Spouse)
→ See footnotes (8,676,632 underlying)

Footnotes (10)

[F1]Pursuant to a reclassification exempt under Rule 16b-7 of the Securities Exchange Act of 1934, as amended, each share of Common Stock, $0.001 par value per share ("Common Stock"), was reclassified into one share of Series A Common Stock, $0.001 par value per share ("Series A Common Stock"), immediately prior to the completion of the Issuer's initial public offering of Series A Common Stock (the "Offering").
[F10]Each share of Series B Common Stock is convertible into one share of Series A Common Stock at the option of the holder at any time. Each share of Series B Common Stock will automatically convert into one share of Series A Common Stock upon certain transfers and the occurrence of certain events described in the Issuer's amended and restated certificate of incorporation.
[F2]David K. Wright's spouse, Melanie Alder, is a director and the Chief Strategy Officer of the Issuer.
[F3]Each share of Founder Non-Voting Preferred Stock was reclassified into 1.219391493 shares of Series A Common Stock immediately prior to the completion of the Offering.
[F4]These shares are owned directly by the Wright Irrevocable Trust dated December 5, 2019, of which David K. Wright and his spouse, Melanie Alder, are trustees. Each of David K. Wright and Melanie Alder disclaims beneficial ownership of these securities, except to the extent, if any, of their pecuniary interest therein, and the filing of this Form 4 is not an admission that any person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
[F5]The shares were sold in the Offering pursuant to an underwriting agreement by and among the Issuer, the representatives of the underwriters and the selling stockholders named therein, dated September 18, 2025. The price of $13.02 represents the $14.00 Offering price per share of Series A Common Stock of the Issuer less the underwriting discounts and commissions of $0.98 per share, for shares sold to the underwriters pursuant to the Offering.
[F6]These shares are owned directly by the Alder Irrevocable Trust dated December 5, 2019, of which David K. Wright and his spouse, Melanie Alder, are trustees. Each of David K. Wright and Melanie Alder disclaims beneficial ownership of these securities, except to the extent, if any, of their pecuniary interest therein, and the filing of this Form 4 is not an admission that any person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
[F7]Each share of Founder Non-Voting Preferred Stock was convertible into, subject to certain anti-dilution adjustments dependent on the Offering price, (i) one share of Common Stock or (ii) in contemplation of an Offering, one share of Founder Voting Preferred Stock, at any time at the option of the holder. The shares of Founder Non-Voting Preferred Stock had no expiration date.
[F8]Each share of Founder Voting Preferred Stock was convertible into, subject to certain anti-dilution adjustments dependent on the Offering price, (i) one share of Common Stock or (ii) one share of Founder Non-Voting Preferred Stock, at any time at the option of the holder. The shares of Founder Voting Preferred Stock had no expiration date.
[F9]Each share of Founder Voting Preferred Stock was reclassified into 1.219391493 shares of Series B Common Stock immediately prior to the completion of the Offering.

Documents

1 file

4
wk-form4_1758763162.xmlPrimary
FORM 4

Issuer

Pattern Group Inc.

CIK 0001811935

→

Entity typeother

Related Parties

filerCIK 0002085981

Filing Metadata

Form type: 4
Filed: Sep 23, 8:00 PM ET
Accepted: Sep 24, 9:19 PM ET
Size: 38.2 KB

View on SEC.gov