Form 4: Digital Turbine Director Receives Stock Grant
Insider Transaction Report
Digital Turbine's Director Mary Spilman was granted 34,495 shares of restricted common stock as compensation for her services.
Summary
- Mary Spilman, a Director of Digital Turbine, Inc. (APPS), was granted 34,495 shares of restricted common stock.
- The grant was made on August 1, 2025, as compensation for her services as a non-employee director for the period from August 1, 2025, through July 31, 2026.
- The shares were granted under the Issuer's 2020 Equity Incentive Plan.
- The shares will vest in four equal quarterly increments on October 31, 2025, January 31, 2026, April 30, 2026, and July 31, 2026.
- An automatic vesting clause applies if the Reporting Person is not re-elected or nominated for re-election at the annual meeting before the final vesting.
- Following this transaction, Mary Spilman beneficially owns 129,744 shares of common stock.
Sentiment
Score: 5
Explanation: The filing reports a routine compensation event (restricted stock grant) to a director, which is a neutral operational activity and does not indicate significant positive or negative financial performance or strategic shifts.
Positives
- Aligns director's interests with long-term shareholder value through equity compensation.
- Demonstrates ongoing commitment to retaining experienced board members.
Negatives
- Minor dilution of existing shares due to the issuance of new stock.
Future Outlook
The filing outlines a future vesting schedule for restricted stock granted to a director, indicating a compensation period extending through July 31, 2026, and a commitment to the company's 2020 Equity Incentive Plan.
Industry Context
This is a routine insider transaction, common across all industries, where companies use equity grants to compensate and incentivize non-employee directors, aligning their interests with long-term company performance.
Comparison to Industry Standards
- The grant of restricted stock as compensation for non-employee directors is a standard practice in publicly traded companies, including those in the ad-tech and mobile technology sectors like Digital Turbine.
- Companies such as Unity Software (U), AppLovin (APP), and ironSource (IS) (prior to its acquisition by Unity) also commonly utilize equity-based compensation plans to attract and retain board talent, ensuring alignment with shareholder interests.
- The specific number of shares and vesting schedule are typical for director compensation packages, reflecting a common approach to long-term incentive alignment.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Compensation Policy | Grant of restricted common stock under the Issuer's 2020 Equity Incentive Plan for non-employee director compensation. | 08/01/2025 | Reinforces the company's existing equity compensation framework for directors, aligning their long-term interests with shareholder value. |
Related Party Transactions
- Grant of 34,495 shares of restricted common stock to Mary Spilman, a Director, as compensation for her services.
Stakeholder Impact
- Shareholders: Minor dilution from the issuance of new shares, but also aligns director's interests with long-term shareholder value.
Next Steps
- Vesting of 34,495 restricted shares in four equal quarterly increments starting October 31, 2025, through July 31, 2026.
- Potential automatic vesting of unvested shares if the director is not re-elected or nominated for re-election at an annual meeting before final vesting.
Key Dates
| Date | Description |
|---|---|
| 08/01/2025 | Date of grant of restricted common stock to Director Mary Spilman. |
| 10/31/2025 | First quarterly vesting increment for the granted restricted stock. |
| 01/31/2026 | Second quarterly vesting increment for the granted restricted stock. |
| 04/30/2026 | Third quarterly vesting increment for the granted restricted stock. |
| 07/31/2026 | Fourth and final quarterly vesting increment for the granted restricted stock, also marks the end of the compensation period. |
| 08/05/2025 | Date the Form 4 was signed by Mary Verbeck Spilman. |
Keywords
Digital Turbine, APPS, SEC Form 4, Insider Transaction, Stock Grant, Restricted Stock, Director Compensation, Equity Incentive Plan, Mary Spilman
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