Sartini Blake L II 4
4 · NEW ROYAL HOLDCO I INC. · Filed Apr 30, 2026
Research Summary
AI-generated summary of this filing
GDEN EVP Blake Sartini Exercises Options and Disposes Shares
What Happened
Blake L. Sartini II, EVP of Operations of New Royal Holdco I Inc. (GDEN), had a cluster of option exercises, accelerated vesting/conversions of RSUs/PSUs and subsequent dispositions tied to the company’s Equity Award Settlement and related merger. On April 29–30, 2026 he (a) exercised options and converted awards totaling several hundred thousand shares (including 70,000 shares exercised at $10.51 and 75,000 at $11.50 — net cash paid ≈ $1.60M), (b) had shares withheld to cover taxes and exercise price (108,652 shares valued at $28.55 each ≈ $3.10M), (c) dispositioned 47,748 shares to the issuer at $28.55 for cash proceeds of $1,363,205, and (d) exchanged large blocks (251,643 and 250,000 shares) as part of the merger consideration (each share converted into 0.902 VICI Properties shares per the transaction agreement).
Key Details
- Transaction dates: April 29, 2026 and April 30, 2026. Filing date: April 30, 2026 (timely).
- Notable prices/amounts: exercised 70,000 @ $10.51 ($735,700) and 75,000 @ $11.50 ($862,500). 47,748 shares sold to issuer @ $28.55 = $1,363,205. 108,652 shares withheld @ $28.55 = $3,102,015 (tax/exercise settlement).
- Large dispositions of 251,643 and 250,000 shares were exchanged in the merger for VICI Properties, Inc. stock (0.902 VICI share per GDEN share; cash in lieu for fractional shares) — proceeds listed as N/A on the Form 4.
- Many entries reflect accelerated vesting/conversion of RSUs/PSUs and option exercises per the Master Transaction Agreement (see Form 4 footnotes F1–F6, F8).
- Shares owned after the transactions are not provided in the excerpt — see the full Form 4 for post-transaction holdings.
Context
- These transactions are largely corporate-event driven (accelerated vesting and settlement tied to the Master Transaction Agreement and Equity Award Settlement Date), not routine open-market buys or voluntary insider sales.
- Several exercises and immediate dispositions appear to be cashless/settlement actions: options exercised or awards converted, with some resulting shares withheld to satisfy exercise price and tax withholding.
- This filing documents corporate settlement mechanics (vesting, tax withholding, merger exchange) rather than a discretionary buy or sell signaling personal trading intent.
Insider Transaction Report
Form 4Exit
Sartini Blake L II
EVP of Operations
Transactions
- Exercise/Conversion
Common Stock
[F3]2026-04-29+23,874→ 384,169 total - Award
Common Stock
[F4]2026-04-29+23,874→ 408,043 total - Exercise/Conversion
Common Stock
[F1]2026-04-29$10.51/sh+70,000$735,700→ 240,466 total - Exercise/Conversion
Common Stock
[F1]2026-04-29$11.50/sh+75,000$862,500→ 315,466 total - Exercise/Conversion
Common Stock
[F2]2026-04-29+5,940→ 321,406 total - Exercise/Conversion
Common Stock
[F2]2026-04-29+17,016→ 338,422 total - Exercise/Conversion
Common Stock
[F2]2026-04-29+21,873→ 360,295 total - Disposition to Issuer
Common Stock
[F3][F4]2026-04-29$28.55/sh−47,748$1,363,205→ 360,295 total - Tax Payment
Common Stock
[F5]2026-04-29$28.55/sh−108,652$3,102,015→ 251,643 total - Disposition to Issuer
Common Stock
[F6]2026-04-30−251,643→ 0 total - Disposition to Issuer
Common Stock
[F6][F7]2026-04-30−250,000→ 0 total(indirect: See footnote) - Exercise/Conversion
Stock Option
[F1][F8]2026-04-29−70,000→ 0 totalExercise: $10.51Exp: 2026-08-25→ Common Stock (70,000 underlying) - Exercise/Conversion
Stock Option
[F1][F8]2026-04-29−75,000→ 0 totalExercise: $11.50Exp: 2027-03-19→ Common Stock (75,000 underlying) - Exercise/Conversion
Restricted Stock Units
[F9][F2][F8]2026-04-29−5,940→ 0 total→ Common Stock (5,940 underlying) - Exercise/Conversion
Restricted Stock Units
[F9][F2][F8]2026-04-29−17,016→ 0 total→ Common Stock (17,016 underlying) - Exercise/Conversion
Restricted Stock Units
[F9][F2][F8]2026-04-29−21,873→ 0 total→ Common Stock (21,873 underlying) - Exercise/Conversion
Restricted Stock Units
[F9][F3][F8]2026-04-29−23,874→ 0 total→ Common Stock (23,874 underlying)
Footnotes (9)
- [F1]Represents the exercise of stock options on the Equity Award Settlement Date, as defined under, and in accordance with the terms of, 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'').
- [F2]Represents the accelerated vesting and conversion of restricted stock units (''RSU'') or preferred stock units (''PSUs''), as applicable, on a one for one basis for shares of common stock, plus the issuance of shares of common stock in satisfaction of dividend equivalents, in accordance with the terms of the Master Transaction Agreement.
- [F3]Represents the accelerated vesting and cash settlement of the RSUs granted in February 2026 in accordance with the terms of the award agreement and 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.
- [F4]Represents the accelerated vesting and cash settlement of the PSUs granted in February 2026 in accordance with the terms of the Master Transaction Agreement. For Form 4 reporting purposes, each PSU 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.
- [F5]Represents shares withheld by the Issuer in satisfaction of tax withholding obligations resulting from vesting of stock options, RSUs and PSUs, and shares withheld by the Issuer in satisfaction of payment of the exercise price for the options exercised.
- [F6]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.
- [F7]Represents shares held by D'Oro Holdings, LLC in which Mr. Sartini II has a pecuniary interest. On May 12, 2021, Mr. Sartini II resigned as the sole manager of D'Oro Holdings, LLC, and on May 12, 2021, Mr. Sartini II resigned as trustee of certain family trusts that were members of D'Oro Holdings, LLC. Accordingly, Mr. Sartini II no longer has investment control over shares held by D'Oro Holdings, LLC.
- [F8]The outstanding RSUs and PSUs vested in full, and all outstanding unvested stock options became fully exercisable and were exercised, on the Equity Award Settlement Date in accordance with the terms of the Master Transaction Agreement.
- [F9]Represents 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.
Signature
/s/Charles H. Protell, attorney-in-fact|2026-04-30