SCHEDULE 13D/A: Dominari Holdings CEO Anthony Hayes Boosts Stake to 11.87% Through Equity Grants and Private Placement
Ownership Disclosure
Dominari Holdings Inc. CEO and Chairman Anthony Hayes has increased his beneficial ownership in the company to 11.87% following recent equity grants and a private placement.
Summary
- Anthony Hayes, the Chief Executive Officer and Chairman of Dominari Holdings Inc., has filed Amendment No. 5 to his Schedule 13D, disclosing changes in his beneficial ownership.
- As of the filing date, Mr. Hayes beneficially owns 1,745,814 shares of Dominari Holdings Inc. Common Stock, which represents approximately 11.87% of the total shares outstanding.
- His beneficial ownership includes 116,248 shares held indirectly through his Rollover IRA and 1,629,566 shares owned directly.
- The beneficial ownership percentage is calculated based on 14,704,045 shares of Common Stock outstanding as of February 21, 2025, which includes an aggregate of 309,118 shares issued to Mr. Hayes and Mr. Wool on March 24, 2025.
- Recent transactions within the past 60 days include the acquisition of 288,814 shares of Common Stock, Series A Warrants (for 288,814 shares), and Series B Warrants (for 288,814 shares) at a combined purchase price of $3.47 per share using personal funds.
- He was also granted 500,000 shares of Common Stock by the Issuer's Compensation Committee on February 21, 2025.
- An additional 154,559 shares of Common Stock were granted to him by the Compensation Committee on March 24, 2025.
- The reported beneficial ownership excludes an aggregate of 576,368 shares issuable pursuant to certain warrants purchased by Mr. Hayes, which are not currently exercisable due to beneficial ownership limitations.
Sentiment
Score: 7
Explanation: The filing indicates increased insider ownership through both personal purchases and compensation, which is generally a positive signal of management confidence and alignment with shareholder interests. While it's a routine disclosure, the increase in stake is a favorable sign.
Positives
- Increased insider ownership by the CEO and Chairman, Anthony Hayes, which can signal strong confidence in the company's future prospects.
- Equity grants align management's financial interests directly with those of the shareholders, promoting long-term value creation.
- The CEO's personal investment in the private placement demonstrates a direct financial commitment to the company.
Risks
- A significant number of shares (576,368) issuable from warrants purchased by the Reporting Person are not currently exercisable due to beneficial ownership limitations, which could impact future liquidity or control.
Future Outlook
The filing indicates that the Reporting Person has no current plans or proposals that would result in significant corporate events such as mergers, liquidations, or changes in the board or management. However, he reserves the right to review or reconsider his position and/or change his purpose at any time. Additionally, his future equity compensation may be tied to the Issuer meeting or exceeding certain annual revenue amounts during specified calendar years, as per the 2022 Equity Incentive Plan.
Management Comments
- "The Reporting Person may, at any time and from time to time, review or reconsider his position and/or change his purpose."
Industry Context
This filing is a routine Schedule 13D amendment, primarily disclosing changes in insider ownership. It does not provide sufficient information to analyze broader industry trends or compare Dominari Holdings Inc. to its competitors within its specific industry. Such filings are standard for public companies when significant changes in beneficial ownership occur, particularly by key executives.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Compensation Policy | The Compensation Committee of the Issuer's Board granted shares of Common Stock to the Reporting Person as part of his compensation. | 02/21/2025 and 03/24/2025 | Aligns executive incentives with company performance and shareholder value. |
| Equity Incentive Plan | The Reporting Person may receive equity compensation, including share options or other equity awards, pursuant to the Issuer's 2022 Equity Incentive Plan, based on the Issuer meeting or exceeding certain annual revenue amounts. | Ongoing | Reinforces performance-based compensation structure for key management. |
Related Party Transactions
- The grant of 500,000 shares of Common Stock to Anthony Hayes by the Compensation Committee on February 21, 2025, is a related party transaction.
- The grant of 154,559 shares of Common Stock to Anthony Hayes by the Compensation Committee on March 24, 2025, is a related party transaction.
Stakeholder Impact
- Shareholders: The increase in beneficial ownership by the CEO and Chairman may be perceived positively, indicating strong insider confidence and potentially aligning management's long-term interests with those of public shareholders.
- Employees/Management: The CEO's receipt of significant equity compensation reinforces a performance-based incentive structure, potentially motivating him to drive company growth and profitability.
Next Steps
- The Reporting Person may, at any time, review or reconsider his position and/or change his purpose regarding his holdings in Dominari Holdings Inc.
- Future equity compensation for the CEO is contingent upon the Issuer meeting or exceeding certain annual revenue amounts during specified calendar years, as per the 2022 Equity Incentive Plan.
Key Dates
| Date | Description |
|---|---|
| 12/28/2023 | Initial Schedule 13D filed by the Reporting Person. |
| 06/13/2024 | Amendment No. 1 to Schedule 13D filed. |
| 01/03/2025 | Amendment No. 2 to Schedule 13D filed. |
| 02/12/2025 | Amendment No. 3 to Schedule 13D filed. |
| 02/21/2025 | Amendment No. 4 to Schedule 13D filed; 500,000 shares of Common Stock granted to the Reporting Person by the Compensation Committee; 14,704,045 shares of Common Stock of the Issuer outstanding as of this date. |
| 03/24/2025 | Date of event requiring the filing of this statement; 154,559 shares of Common Stock granted to the Reporting Person by the Compensation Committee; 309,118 shares of Common Stock issued to Mr. Hayes and Mr. Wool. |
| 03/25/2025 | Date of signature on the Schedule 13D Amendment No. 5 filing. |
Recommendation
holdKeywords
Dominari Holdings Inc., Anthony Hayes, Schedule 13D, beneficial ownership, insider ownership, equity grants, common stock, warrants, SEC filing, corporate governance
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