Calabria Carlo 4

What Happened

• Carlo Calabria, a director of Arqit Quantum Inc. (ARQQ), had restricted stock units (RSUs) convert into 1,051 ordinary shares on April 1, 2026. The transactions are reported as exercises/conversions of derivatives (code M) at a reported price of $0.00 per share (total $0).
• The filing also shows disposals of the same number of shares (1,051) at $0.00. The net result reported in this Form 4 shows acquired and disposed share counts that offset each other.

Key Details

• Transaction date: April 1, 2026; Form 4 filed April 3, 2026 (timely filing).
• Reported price: $0.00 per share for both acquisitions and disposals; total reported cash amount $0.
• Shares acquired (via RSU conversion): 1,051 (50 + 250 + 250 + 501).
• Shares disposed: 1,051 (same breakdown); disposal entries are labeled as derivative transactions.
• Shares owned after transaction: not specified in the provided filing details.
• Footnotes: RSUs convert one-for-one into ARQQ ordinary shares (F1). The vesting schedules vary by grant:
  • Some grants vest quarterly on Apr 1 and Jul 1, 2026 (F2).
  • Others vest quarterly across 2026–2027 or through 2028 as detailed in F3–F5 (F5 notes 501 RSUs vested on Apr 1, 2026).
• Issuer note: Arqit is a foreign private issuer; transactions are exempt from Sections 16(b) and 16(c) under Rule 3a12-3(b) (stated in the filing).

Context

• The filings report RSU conversions (derivative-to-share conversions). It is common in RSU vesting events for the company to withhold or sell some shares to cover taxes, which is often reflected as simultaneous acquisition and disposal entries; the form here shows matching acquired and disposed counts but does not explicitly state the reason for the disposals.
• These entries are not open-market purchases or sales that indicate a directional bet by the insider; they reflect compensation vesting mechanics rather than discretionary trading.