Form 4: Alight Director Acquires Shares in Lieu of Cash Retainer

Alight, Inc. Director Russell P. Fradin acquired 25,641 shares of Class A Common Stock at $1.95 per share as part of a quarterly retainer.

Summary

• Russell P. Fradin, a Director of Alight, Inc. (ALIT), acquired 25,641 shares of Class A Common Stock.
• The transaction occurred on December 31, 2025, at a price of $1.95 per share.
• These shares were awarded in lieu of a $50,000 cash retainer for service on the Board of Directors.
• The number of shares was calculated by dividing the cash retainer by the closing price of $1.95 on December 31, 2025, and rounding down.
• The acquisition was made pursuant to the Alight, Inc. 2021 Omnibus Incentive Plan.
• Following this transaction, Mr. Fradin beneficially owns 200,969 shares, which includes restricted stock units scheduled to vest in the future.
• The transaction was made pursuant to a Rule 10b5-1(c) plan, indicating a pre-arranged trading plan.

Sentiment

Score: 7

Explanation: The sentiment is positive as a director is increasing their stake in the company, aligning their financial interests with shareholders. This is a routine compensation event, not a discretionary purchase, but still reflects a choice to hold equity.

Positives

• A Director acquiring shares aligns their interests with those of other shareholders, potentially signaling confidence in the company's future performance.
• The use of stock-based compensation for directors is a common practice that conserves cash for operational needs.

Future Outlook

The filing does not provide specific forward-looking statements or guidance, but the director's election to receive equity compensation suggests continued alignment with the company's long-term performance.

Industry Context

Stock-based compensation for non-employee directors is a standard practice across many industries, designed to align the interests of board members with those of shareholders and to conserve cash. The use of a 10b5-1 plan for such transactions is also common for compliance and to avoid accusations of trading on inside information.

Corporate Governance

Related Party Transactions

• The acquisition of shares by Director Russell P. Fradin in lieu of a cash retainer constitutes a related party transaction, as it involves compensation provided by the company to a member of its board of directors.

Stakeholder Impact

• Shareholders: The transaction increases director ownership, which can be viewed positively as it aligns the director's financial incentives with shareholder value creation.
• Employees: No direct impact mentioned.

Key Dates

Keywords

Alight Inc, ALIT, Insider Transaction, Form 4, Director Compensation, Stock Award, Equity Compensation, Russell P. Fradin, 10b5-1 Plan