Dozier Ann 4
4 · NEW ROYAL HOLDCO I INC. · Filed Apr 30, 2026
Research Summary
AI-generated summary of this filing
NEW ROY HOLDCO (GDEN) Director Ann Dozier Sells Shares
What Happened
Ann Dozier, a director of New Roy Holdco I Inc. (GDEN), disposed of shares that resulted from the accelerated vesting of RSUs tied to the company’s merger. On 2026-04-29 she converted/exercised 5,643 RSUs (reported as derivative exercise at $0.00) and those 5,643 shares were disposed to the issuer at $28.55 each for proceeds of $161,108. On 2026-04-30 she disposed an additional 51,556 shares to the issuer as part of the reorganization/merger consideration (exchange into VICI Properties Inc. shares and cash-in-lieu for fractions).
Key Details
- Transaction dates: 2026-04-29 (conversion/exercise and cash disposition), 2026-04-30 (disposition/exchange in merger).
- Prices/values reported: 5,643 shares disposed at $28.55 for $161,108; 51,556 shares exchanged to the issuer reported as N/A (value reflected by merger consideration).
- Shares owned after transaction: not disclosed in the Form 4 filing.
- Relevant footnotes:
- F1/F4 – RSUs accelerated and vested in full and were cash-settled per the Master Transaction Agreement; for Form 4 each RSU was treated as one share converted and then disposed for the closing stock price on the Equity Award Settlement Date.
- F2 – Shares were exchanged in the merger: each GDEN share converted into 0.902 shares of VICI Properties Inc., with cash paid for fractional shares.
- F3 – RSUs convert one-for-one into common stock upon vesting.
- Filing timeliness: Report period 2026-04-29; Form 4 filed 2026-04-30 — filed promptly.
Context
This was an accelerated vesting and settlement tied to a merger (not an open-market sale). The 5,643 RSUs were effectively exercised/converted and immediately settled for cash (cash settlement/cashless outcome). The larger 51,556-share disposition reflects the merger exchange into VICI Properties Inc. shares (per the Master Transaction Agreement) rather than a typical market-sale by the insider. These actions are transaction-driven by corporate agreements and should be read in that merger context.
Insider Transaction Report
- Exercise/Conversion
Common Stock
[F1]2026-04-29+5,643→ 57,199 total - Disposition to Issuer
Common Stock
[F1]2026-04-29$28.55/sh−5,643$161,108→ 51,556 total - Disposition to Issuer
Common Stock
[F2]2026-04-30−51,556→ 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.