Keough Kelli 4

What Happened

• Kelli Keough, EVP (GBUL, SIPS) at SoFi Technologies (SOFI), had a total of 127,868 restricted stock units (RSUs) settle on June 15, 2026 (converted to common shares). To satisfy tax withholding on the vesting, 61,479 shares were sold on June 16, 2026 at $17.61 per share, generating $1,082,399. Approximately 66,389 shares remain after the tax-withholding sale.
• This was not an open-market purchase or a discretionary sale for investment purposes — it was the routine settlement of RSUs and a sale of a portion of those shares to cover tax obligations.

Key Details

• Transaction dates: RSU settlement/exercise/conversion on 2026-06-15; tax-withholding share disposition on 2026-06-16. Form 4 filed 2026-06-17 (timely within standard 2-business-day reporting window).
• Shares settled: 127,868 total (82,642 + 26,477 + 13,068 + 5,681).
• Shares sold for taxes: 61,479 at $17.61 each, proceeds $1,082,399 (footnote F2: shares sold to satisfy tax withholding; these shares were not issued to the reporting person).
• Shares retained after withholding: ~66,389 shares (127,868 settled minus 61,479 withheld/sold).
• Footnotes: F1 confirms each RSU converts to one share on settlement for no additional consideration. F3–F5 indicate these RSUs were part of grants disclosed in the Reporting Person’s prior filings (Form 3 filed Aug 2, 2024; Form 4s filed Mar 12, 2025 and Mar 11, 2026).
• Transaction codes: M = exercise/conversion of derivative (here RSU settlement); F = payment of exercise price or tax liability (sell-to-cover).

Context

• This is a routine equity compensation event (RSU settlement) rather than a market-timed buy or sell by the insider. The sale here was a tax-withholding (sell-to-cover) rather than a discretionary liquidation; such transactions are common following vesting and generally do not, by themselves, imply a change in insider sentiment.
• For clarity: when RSUs settle, the company issues shares to the insider; the company or broker may immediately sell some shares to cover required taxes (as happened here), and those withheld/sold shares are not added to the insider’s holdings.