Form 4: CuriosityStream CFO Sells Shares, Receives RSUs

CuriosityStream's CFO, Phillip Brady Hayden, sold 17,474 shares of common stock under a 10b5-1 plan and was granted 70,000 performance-based restricted stock units.

Summary

• CFO Phillip Brady Hayden reported transactions in CuriosityStream Inc. common stock.
• Sold 17,474 shares of common stock at a weighted average price of $3.7577 per share on January 2, 2026.
• The sale was executed pursuant to a Rule 10b5-1 trading plan established on May 30, 2025.
• Received a grant of 70,000 Restricted Stock Units (RSUs) on July 25, 2025, under the Company's 2020 Omnibus Incentive Plan.
• RSUs are performance-based, vesting in four tranches of 17,500 each upon achievement of performance conditions, or in four equal annual installments if conditions are not met, subject to continued employment.
• Following the sale, Mr. Hayden beneficially owns 101,667 shares indirectly through a revocable trust and 25,000 shares indirectly through Plan Z, LLC.
• Directly owns 70,000 derivative securities (RSUs).

Sentiment

Score: 5

Explanation: The sale of shares by the CFO is offset by the grant of performance-based RSUs, indicating a mixed signal. The 10b5-1 plan for the sale reduces the negative implication of an insider sale.

Positives

• Grant of 70,000 performance-based Restricted Stock Units (RSUs) aligns management incentives with company performance and long-term shareholder value.

Negatives

• CFO Phillip Brady Hayden sold 17,474 shares of common stock.

Risks

• Vesting of the 70,000 Restricted Stock Units (RSUs) is contingent on the achievement of specific performance conditions, or continued employment, meaning the full value is not guaranteed.

Future Outlook

The 70,000 Restricted Stock Units granted to the CFO are performance-based and will vest in four tranches upon the Board determining that applicable performance conditions have been achieved. If performance conditions are not met, the RSUs will vest in four equal installments on the first, second, third, and fourth anniversaries of the grant date, subject to continued employment.

Industry Context

This Form 4 filing details routine insider transactions, including a stock sale under a pre-arranged 10b5-1 plan and a grant of performance-based restricted stock units. Such transactions are common across industries for executive compensation and personal financial management, and do not inherently indicate a shift in broader industry trends for streaming or content companies like CuriosityStream.

Corporate Governance

Related Party Transactions

• Phillip Brady Hayden is the trustee and sole beneficiary of the P. Brady Hayden Revocable Trust, which holds 101,667 shares of common stock.
• Phillip Brady Hayden is the managing member of Plan Z, LLC, which holds 25,000 shares of common stock.

Stakeholder Impact

• Shareholders: The sale of shares by a CFO could be perceived negatively, but the 10b5-1 plan mitigates concerns about opportunistic trading. The RSU grant aligns executive interests with shareholder value creation.
• Employees: Continued employment is a condition for RSU vesting, which is standard for executive compensation.

Next Steps

• Board determination of performance condition achievement for RSU vesting.
• Vesting of RSUs on anniversaries of the grant date if performance conditions are not met, subject to continued employment.

Key Dates

Keywords

CuriosityStream, CURI, Form 4, Insider Trading, Stock Sale, Restricted Stock Units, RSU Grant, Phillip Brady Hayden, 10b5-1 Plan, Executive Compensation