Form 4: DigitalBridge Director David Tolley Receives Restricted Stock Grant Following Re-election

DigitalBridge Group, Inc. Director David Tolley was granted 15,271 shares of restricted Class A common stock valued at $175,000 as part of his non-executive compensation, vesting on May 28, 2026.

Summary

• DigitalBridge Group, Inc. (DBRG) Director David Tolley acquired 15,271 shares of Class A Common Stock on May 28, 2025.
• The acquisition was a grant of restricted stock, not a purchase, with a transaction price of $0 per share.
• This grant was made in accordance with the Issuer's non-executive compensation policy, following Mr. Tolley's re-election to the board of directors.
• The number of restricted shares was determined by dividing a fixed grant value of $175,000 by the closing price of the Issuer's common stock on the New York Stock Exchange on the business day prior to the grant date.
• The restricted shares are scheduled to vest on May 28, 2026.
• Following this transaction, David Tolley beneficially owns a total of 47,807 shares of Class A Common Stock.

Sentiment

Score: 6

Explanation: The sentiment is moderately positive. While a Form 4 primarily reports a transaction, this specific transaction (a routine stock grant to a director) indicates stable corporate governance and aligns director interests with shareholders, which is generally viewed favorably.

Positives

• The grant of restricted stock aligns the interests of Director David Tolley with those of the shareholders, as his compensation is tied to the company's future stock performance.
• This is a routine compensation event for a re-elected non-executive director, indicating stable corporate governance practices.

Future Outlook

This Form 4 filing does not provide forward-looking statements or guidance regarding the company's future performance or strategic outlook, as its purpose is to report an insider transaction.

Industry Context

The grant of restricted stock to a non-executive director is a common practice across various industries, particularly in publicly traded companies, to incentivize long-term commitment and align director interests with shareholder value creation. DigitalBridge operates in the digital infrastructure sector, where attracting and retaining experienced board members is crucial for strategic oversight.

Comparison to Industry Standards

• Restricted stock grants are a standard component of non-executive director compensation packages across global industries, including technology and real estate investment trusts (REITs) like DigitalBridge.
• The practice of linking director compensation to equity performance, often through restricted stock units (RSUs) or similar instruments, is widely adopted by companies such as American Tower Corporation (AMT), Crown Castle International Corp. (CCI), and Equinix, Inc. (EQIX) to foster long-term alignment with shareholder interests.
• The vesting schedule, typically over one year for annual grants, is also consistent with common corporate governance practices aimed at retaining directors and ensuring their continued engagement.

Corporate Governance

Related Party Transactions

• The transaction involves the grant of restricted stock by DigitalBridge Group, Inc. to David Tolley, a director of the company. This constitutes a related party transaction as it is between the company and a member of its board of directors.

Stakeholder Impact

• Shareholders: The grant of restricted stock to a director aligns their financial interests with the long-term performance of the company, potentially leading to more shareholder-centric decision-making.
• Employees: While not directly impacted, the compensation structure for directors can reflect the overall compensation philosophy of the company.

Next Steps

• The restricted shares granted to David Tolley are scheduled to vest on May 28, 2026, at which point they will become fully owned shares.

Key Dates

Keywords

DigitalBridge Group, DBRG, Form 4, Insider Transaction, Stock Grant, Restricted Stock, Director Compensation, Corporate Governance, Equity Compensation