Chien Andy 4

4 · NEW ROYAL HOLDCO I INC. · Filed Apr 30, 2026

AI-generated summary of this filing

Updated May 1, 2026

NEW ROYAL HOLDCO (GDEN) Director Andy Chien Sells Shares

What Happened

Director Andy Chien had restricted stock units (RSUs) accelerate and vest and those RSUs converted to common stock, which were then settled/cashed out and/or exchanged in the company’s merger. On 2026-04-29 Chien converted/exercised 5,643 RSUs (no exercise cost) and those shares were disposed to the issuer at $28.55 per share for proceeds of $161,108. On 2026-04-30 an additional 19,112 shares of the successor entity’s common stock were disposed to the issuer as part of the reorganization (value reported as N/A in the Form 4).

Key Details

Transaction dates: primary actions on 2026-04-29 (exercise/settlement and cash disposition) and 2026-04-30 (disposition in reorg). Form filed 2026-04-30 (covers report period 2026-04-29).
Sale/settlement price recorded: 5,643 shares at $28.55 → $161,108. The 19,112-share disposition in the reorganization is reported with no dollar amount on the Form 4.
Shares owned after transaction: not disclosed in the filing.
Notable footnotes:
- F1/F4: RSUs accelerated, vested in full on the Equity Award Settlement Date and each RSU converted into one share, then settled for cash per the award and Master Transaction Agreement.
- F2: Shares disposed in the reorganization were exchanged for 0.902 shares of VICI Properties Inc. per New Royal Holdco share (cash paid for fractional shares). 19,112 New Royal shares would convert to ~17,250 VICI shares (before any fractional cash treatment).
- F3: RSUs convert one-for-one upon vesting and had no expiration.
Filing timeliness: Form 4 filed the next day (2026-04-30) for transactions on 2026-04-29/04-30.

Context

This was not an open-market sale to a third party; the RSUs were settled/cashed under the award agreement and shares were transferred back to the issuer or converted in the merger. The 5,643-share action was effectively a cash settlement of vested RSUs (no outlay by the insider). The 19,112-share entry reflects the corporate reorganization exchange into VICI Properties stock (per the merger terms), not a conventional market sale.
These entries are routine in the context of accelerated RSU vesting and a merger; they are factual settlements/exchanges rather than independent trading decisions.

Form 4Exit

Period: 2026-04-29

Director

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-04-29+5,643→ 24,755 total
Disposition to Issuer
Common Stock
[F1]
2026-04-29$28.55/sh−5,643$161,108→ 19,112 total
Disposition to Issuer
Common Stock
[F2]
2026-04-30−19,112→ 0 total
Exercise/Conversion
Restricted Stock Units
[F3][F1][F4]
2026-04-29−5,643→ 0 total
→ Common Stock (5,643 underlying)

Footnotes (4)

[F1]Represents the accelerated vesting and cash settlement of the restricted stock units (''RSUs'') granted in February 2026 in accordance with the terms of the award agreement and that certain Master Transaction Agreement dated November 6, 2025 by and among the Issuer, Argento, LLC, VICI Properties Inc., and VICI Royal Merger Sub LLC, (the ''Master Transaction Agreement''). For Form 4 reporting purposes, each RSU converted to one share of common stock which was disposed to the Issuer in exchange for the closing stock price on the Equity Award Settlement Date as defined under the Master Transaction Agreement.
[F2]Represents the disposition of shares of common stock of the successor entity to the Issuer, in the reorganziation and merger involving the Issuer, under and in accordance with the Master Transaction Agreement. Each share of common stock was exchanged for 0.902 shares of VICI Properties Inc., with cash paid in lieu of fractional shares.
[F3]RSUs represent a contingent right to receive shares of common stock, that convert into common stock on a one-for-one basis upon vesting, and have no expiration date.
[F4]The outstanding RSUs vested in full on the Equity Award Settlement Date in accordance with the terms of the Master Transaction Agreement.

Signature

/s/ Charles H. Protell, attorney-in-fact|2026-04-30

1 file