SCHEDULE 13D/A: Bridge Investment Group Executives Increase Holdings Through Restricted Stock Awards

Key executives and affiliated entities of Bridge Investment Group Holdings Inc. have updated their beneficial ownership stakes following the award of restricted Class A Common Stock as compensation.

Summary

• This document is Amendment No. 5 to the Schedule 13D filing for Bridge Investment Group Holdings Inc. (the "Issuer"), updating beneficial ownership information.
• On January 1, 2025, four key individuals received restricted shares of Class A Common Stock as employee compensation: Robert R. Morse (740,000 shares), Jonathan Slager (200,000 shares), Adam O'Farrell (110,000 shares), and Dean Allara (150,000 shares).
• As of January 1, 2025, there are 44,190,628 shares of Class A Common Stock outstanding.
• Robert Randolph Morse beneficially owns 38,381,195 shares, representing 48.4% of the Class A Common Stock.
• FLM Holdings, LLC beneficially owns 33,635,780 shares, representing 43.2% of the Class A Common Stock.
• Jonathan Slager beneficially owns 20,886,700 shares, representing 32.9% of the Class A Common Stock.
• SF Intentional Irrevocable Trust Dated December 30, 2019 beneficially owns 19,912,816 shares, representing 31.1% of the Class A Common Stock.
• J.P. Slager, LLC beneficially owns 3,468,512 shares, representing 7.3% of the Class A Common Stock.
• Adam O'Farrell beneficially owns 17,543,931 shares, representing 28.8% of the Class A Common Stock.
• Adam B. O'Farrell and Tracy K. O'Farrell Trust dtd May 9, 2019 beneficially owns 16,985,764 shares, representing 27.8% of the Class A Common Stock.
• Dean Allara beneficially owns 19,250,572 shares, representing 30.7% of the Class A Common Stock.
• Beneficial ownership includes Class A Units, which are redeemable for Class A Common Stock on a 1-to-1 basis.
• Certain parties to the Stockholders Agreement have granted irrevocable proxies to SF Intentional Irrevocable Trust (13,748,976 shares/units), O'Farrell Trust (14,059,065 shares/units), and Dean Allara (10,694,085 shares/units) for voting purposes.

Sentiment

Score: 6

Explanation: The sentiment is moderately positive as the award of restricted shares to key executives indicates continued commitment and aligns their interests with long-term company performance, which is generally viewed favorably by investors.

Positives

• The award of restricted shares to key executives (Robert R. Morse, Jonathan Slager, Adam O'Farrell, and Dean Allara) aligns management's interests with those of shareholders, potentially incentivizing long-term performance.
• The continued significant beneficial ownership by key individuals and their affiliated entities demonstrates strong insider commitment to the company.

Future Outlook

This filing does not contain forward-looking statements or guidance regarding the company's future financial performance or strategic outlook, focusing solely on changes in beneficial ownership.

Management Comments

• Messrs. Morse, Slager, O'Farrell, and Allara received restricted shares of Class A Common Stock as employee compensation.

Industry Context

This filing is specific to the ownership structure of Bridge Investment Group Holdings Inc. and does not provide information on broader industry trends or competitive landscape.

Corporate Governance

Related Party Transactions

• The award of restricted shares of Class A Common Stock to Messrs. Morse, Slager, O'Farrell, and Allara as employee compensation constitutes a transaction between the Issuer and its key management personnel.

Stakeholder Impact

• Shareholders: The updated ownership structure and the award of restricted shares to executives can influence perceptions of management alignment and control, potentially impacting investor confidence.
• Employees: The restricted share awards serve as a form of compensation and retention for key executives.

Key Dates

Keywords

Bridge Investment Group Holdings Inc., SEC filing, Schedule 13D, beneficial ownership, Class A Common Stock, restricted stock award, insider holdings, corporate governance, executive compensation, stock ownership