MIAMI INTERNATIONAL HOLDINGS, INC.·4

Jul 7, 5:03 PM ET

Gallagher Thomas P. 4

4 · MIAMI INTERNATIONAL HOLDINGS, INC. · Filed Jul 7, 2026

Research Summary

AI-generated summary of this filing

Updated

MIAX CEO Thomas P. Gallagher Exercises Options, Sells Shares

What Happened
Thomas P. Gallagher, Chairman, CEO and Director of Miami International Holdings, Inc. (MIAX), exercised a total of 70,000 stock options (fully vested) at a $12.00 strike and immediately sold the resulting 70,000 shares in open-market transactions. He exercised 41,772 options on 2026-07-06 (cost $501,264) and sold those shares for a weighted average price of $42.09 (proceeds $1,758,183). He exercised the remaining 28,228 options on 2026-07-07 (cost $338,736) and sold those shares for a weighted average price of $42.27 (proceeds $1,193,198). Total exercise cost = $840,000; total gross sale proceeds ≈ $2,951,381.

Key Details

  • Transaction dates: 2026-07-06 (41,772 shares) and 2026-07-07 (28,228 shares).
  • Exercise price: $12.00 per share; sale weighted average prices: $42.09 (7/6, range $42.00–$42.32) and $42.27 (7/7, range $42.00–$42.50).
  • Total exercised: 70,000 options; total sold: 70,000 shares.
  • Total exercise cost: $840,000; total reported sale proceeds: ≈ $2,951,381.
  • Footnotes: one of the transactions was effected under a previously established Rule 10b5-1 trading plan (adopted 12/29/2025). The sales were executed in multiple trades (weighted-average prices reported). The options were fully vested. Mr. Gallagher retains beneficial ownership/control of Gallagher Investments, LLC.
  • Shares owned after transaction: not specified in the provided filing excerpt.
  • Filing timeliness: Form 4 was filed 2026-07-07 for transactions dated 2026-07-06–07; this appears to be timely (not marked late).

Context

  • This sequence is a common pattern: exercising vested options and immediately selling the shares (effectively realizing the spread between market price and strike). The derivative "disposals" at $0 reported reflect the conversion of option instruments into common shares upon exercise.
  • The presence of a 10b5-1 plan for at least one sale indicates at least part of the selling was preplanned, which is routine for company insiders managing tax or diversification events.
  • Facts only — this summary does not infer Mr. Gallagher’s motivations beyond what the filing states.

Insider Transaction Report

Form 4
Period: 2026-07-06
Gallagher Thomas P.
DirectorChairman & CEO
Transactions
  • Exercise/Conversion

    Common Stock

    [F1][F2]
    2026-07-06$12.00/sh+41,772$501,2641,765,047 total(indirect: By LLC)
  • Sale

    Common Stock

    [F1][F3][F2]
    2026-07-06$42.09/sh41,772$1,758,1831,723,275 total(indirect: By LLC)
  • Exercise/Conversion

    Common Stock

    [F1][F2]
    2026-07-07$12.00/sh+28,228$338,7361,751,503 total(indirect: By LLC)
  • Sale

    Common Stock

    [F1][F4][F2]
    2026-07-07$42.27/sh28,228$1,193,1981,723,275 total(indirect: By LLC)
  • Exercise/Conversion

    Nonqualified Stock Option (Right to Buy)

    [F1][F5][F2]
    2026-07-0641,77298,228 total(indirect: By LLC)
    Exercise: $12.00Exp: 2026-08-02Common Stock (41,772 underlying)
  • Exercise/Conversion

    Nonqualified Stock Option (Right to Buy)

    [F1][F5][F2]
    2026-07-0728,22870,000 total(indirect: By LLC)
    Exercise: $12.00Exp: 2026-08-02Common Stock (28,228 underlying)
Footnotes (5)
  • [F1]This transaction was effected pursuant to a previously established Rule 10b5-1 Plan adopted by the Reporting Person on December 29, 2025.
  • [F2]Mr. Gallagher maintains beneficial ownership, including dispositive and voting control, over Gallagher Investments, LLC.
  • [F3]This transaction was executed in multiple trades throughout the day at prices ranging from $42.00 to $42.32. The price reported above reflects the weighted average sales price. The Reporting Person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.
  • [F4]This transaction was executed in multiple trades throughout the day at prices ranging from $42.00 to $42.50. The price reported above reflects the weighted average sales price. The Reporting Person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.
  • [F5]The options are fully vested.
Signature
/s/Alessandra Maria Corona Henriques, Attorney-in-Fact|2026-07-07

Documents

1 file
  • 4
    wk-form4_1783458198.xmlPrimary

    FORM 4