GoPro, Inc.·4

May 19, 5:57 PM ET

Jahnke Dean 4

4 · GoPro, Inc. · Filed May 19, 2026

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GoPro (GPRO) SVP Dean Jahnke Receives RSU Award, Withholds Shares for Taxes

What Happened Dean Jahnke, Senior Vice President, Global Sales, received an award of 270,270 restricted stock units (reported as an acquisition, code A) on May 15, 2026 (grant price $0.00). On the same date he relinquished 25,830 shares (reported as a disposition under code F) at $1.11 per share, totaling $28,671, which were surrendered to cover tax withholding obligations related to RSU vesting. The withholding was an exempt, non‑market transaction (shares were cancelled by the issuer).

Key Details

  • Transaction dates: May 15, 2026 (report filed May 19, 2026 — within the SEC’s 2-business-day filing window).
  • Grant: 270,270 RSUs (acquisition, $0.00 per share).
  • Tax withholding: 25,830 shares disposed at $1.11 each for $28,671 (code F; exempt under Section 16b-3(e)).
  • Shares owned after transaction: Not specified in the filing.
  • Footnotes: F1 — RSUs vest over four years (25% each year starting May 15, 2027), subject to continued service. F2 — shares were relinquished/cancelled to cover tax withholding; not an open-market sale.

Context This filing reflects a standard equity compensation grant (an award of RSUs) and a routine tax-withholding action, not a cash sale on the open market. The RSU award vests over four years beginning May 15, 2027, and the surrendered shares were used only to satisfy tax obligations per the issuer’s withholding arrangement.

Insider Transaction Report

Form 4
Period: 2026-05-15
Jahnke Dean
SVP, Global Sales, CM, RE
Transactions
  • Award

    Class A Common Stock

    [F1]
    2026-05-15+270,270833,164 total
  • Tax Payment

    Class A Common Stock

    [F2]
    2026-05-15$1.11/sh25,830$28,671807,334 total
Footnotes (2)
  • [F1]Represents an award of restricted stock units ("RSUs") that vests over a four-year period as follows: 25% of the RSUs shall vest on May 15, 2027 and 25% of the RSUs shall vest each annual anniversary thereafter, subject to the Reporting Person's continuous status as an employee or service provider through each vesting date.
  • [F2]Exempt transaction pursuant to Section 16b-3(e) - Payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this line item were relinquished by the Reporting Person and cancelled by the Issuer in exchange for the Issuer's agreement to pay federal and state tax withholding obligations of the Reporting Person resulting from the vesting of restricted stock units. The Reporting Person did not sell or otherwise dispose of any of the shares reported in this line item for any reason other than to cover required taxes.
Signature
/s/ Tyler Gee, Attorney-in-Fact for Dean Jahnke|2026-05-19

Documents

1 file
  • 4
    wk-form4_1779227863.xmlPrimary

    FORM 4