IP STRATEGY HOLDINGS, INC.·4

May 5, 7:23 PM ET

Stiefel Jennifer D H 4

4 · IP STRATEGY HOLDINGS, INC. · Filed May 5, 2026

Research Summary

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IP Strategy (IPST) President Jennifer Stiefel Exercises RSUs, Surrenders Shares

What Happened
Jennifer D. H. Stiefel, President, Secretary and a director of IP Strategy Holdings, converted (exercised/vested) a total of 1,666 restricted stock units (RSUs) into common shares on May 2, 2026 (208 + 1,458). To satisfy tax withholding obligations related to the RSU vesting, she relinquished (surrendered) 495 shares (62 + 433) at an effective per-share price of $5.50, yielding withholding of $341 and $2,382 respectively (total $2,723). Per the filing, the surrendered shares were cancelled and returned to the issuer’s treasury—no open-market sale by the reporting person.

Key Details

  • Transaction date: May 2, 2026; Form 4 filed May 5, 2026.
  • Converted/vested shares: 1,666 RSUs -> 1,666 shares (208 + 1,458).
  • Shares surrendered for tax withholding: 495 shares (62 + 433) at $5.50/share; total withheld $2,723.
  • Derivative reporting: entries coded M (exercise/conversion) and F (payment of exercise price/tax withholding). Some derivative entries show $0 proceeds reflecting the surrender/cancellation.
  • Reverse split: all share amounts reflect a 1-for-20 reverse stock split effective April 23, 2026 (footnote F1).
  • RSU terms: each RSU equals one share; vesting schedule spans 18 months beginning Sept 1, 2025 (footnotes F2, F6). The May 2 vesting was part of that schedule.
  • Spousal holdings: certain securities are held by spouse Justin B. Stiefel; reporting person disclaims beneficial ownership except to extent of any pecuniary interest (footnote F5).
  • Shares owned after transaction: not specified in the provided filing summary.
  • Filing timeliness: Form filed May 5 for May 2 transaction; the filing does not state a late filing exception in the disclosed footnotes.

Context
This was a routine RSU vesting and tax-withholding transaction, not an open-market sale or purchase. The reporting person did not sell shares to a third party; instead shares were surrendered/cancelled to cover withholding taxes (a common cashless/“share surrender” method). For retail investors, such vesting entries show insiders receiving compensation-linked stock rather than signaling active buying or selling intent.

Insider Transaction Report

Form 4
Period: 2026-05-02
Stiefel Jennifer D H
DirectorPresident & Secretary
Transactions
  • Exercise/Conversion

    Common Stock

    [F1][F2]
    2026-05-02+2081,319 total
  • Tax Payment

    Common Stock

    [F3][F4]
    2026-05-02$5.50/sh62$3411,257 total
  • Exercise/Conversion

    Common Stock

    [F2][F5]
    2026-05-02+1,4584,316 total(indirect: By Spouse)
  • Tax Payment

    Common Stock

    [F3][F4][F5]
    2026-05-02$5.50/sh433$2,3823,883 total(indirect: By Spouse)
  • Exercise/Conversion

    Restricted Stock Units

    [F2][F1][F6]
    2026-05-02208625 total
    Common Stock (208 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F2][F6][F5]
    2026-05-021,4584,375 total(indirect: By Spouse)
    Common Stock (1,458 underlying)
Footnotes (6)
  • [F1]All share amounts in this Form 4 reflect a 1-for-20 reverse stock split effected on April 23, 2026.
  • [F2]Each restricted stock unit ("RSU") represents a contingent right to receive one share of the issuer's common stock.
  • [F3]The reporting person relinquished the shares of Common Stock reported herein and the issuer cancelled such shares and returned them to issuer's treasury in exchange for remitting certain tax withholding obligations of the reporting person resulting from the vesting of the RSUs. As such, no shares of the issuer were sold by the reporting person.
  • [F4]Represents the per share closing price of the issuer's Common Stock on the applicable vesting date or, if there was no closing price on such date, the closing price on the trading date that was immediately prior to such vesting date.
  • [F5]These securities are held by Justin B. Stiefel, the spouse of the reporting person. For purposes of Section 16 of the Exchange Act, the reporting person disclaims beneficial ownership of any such securities, except to the extent of her pecuniary interest therein, if any, and this report shall not be deemed an admission that such reporting person is the beneficial owner of such securities for purposes of Section 16 or otherwise.
  • [F6]The RSUs vest over an eighteen (18) month period beginning September 1, 2025, with six (6) months of service-based vesting deemed satisfied as of February 2, 2026, and the remaining units vesting in equal installments May 2, 2026, August 2, 2026, November 2, 2026, and February 2, 2027, subject to continued service.
Signature
/s/ Justin B. Stiefel, attorney-in-fact for Jennifer D.H. Stiefel|2026-05-05

Documents

1 file
  • 4
    wk-form4_1778023405.xmlPrimary

    FORM 4