SCHEDULE 13D/A: Dominari Holdings CEO Anthony Hayes Boosts Stake to Over 34% Through New Stock Option

Dominari Holdings Inc. CEO and Chairman Anthony Hayes has significantly increased his beneficial ownership in the company to 34.34% following the acceptance of a new stock option for 5,000,000 shares.

Summary

• Anthony Hayes, the Chief Executive Officer and Chairman of Dominari Holdings Inc., has increased his beneficial ownership in the company to 6,745,814 shares of Common Stock, representing approximately 34.34% of the outstanding shares.
• This increased ownership includes 5,000,000 shares underlying a stock option granted by the Issuer's Compensation Committee under the 2022 Equity Incentive Plan, which is exercisable within 60 days of April 16, 2025.
• The total beneficial ownership also comprises 116,248 shares indirectly owned through his Rollover IRA and 6,629,566 shares owned directly, including the aforementioned stock option shares.
• The beneficial ownership percentage is calculated based on an aggregate of 19,643,897 shares of Common Stock, which includes 14,643,897 shares outstanding as of April 16, 2025, plus the 5,000,000 shares from the newly accepted stock option.
• The filing excludes 576,368 shares issuable from warrants purchased in a private placement, which are not currently exercisable due to beneficial ownership limitations.
• Recent transactions by Mr. Hayes within the past 60 days include: acquiring 288,814 shares and accompanying Series A and B Warrants at a combined price of $3.47 per share; being issued 500,000 shares on February 21, 2025; being issued 154,559 shares on March 24, 2025; and accepting the 5,000,000 share stock option on April 16, 2025.

Sentiment

Score: 7

Explanation: The filing indicates a significant increase in the CEO's beneficial ownership, primarily through a stock option, demonstrating strong insider commitment to the company's future. This is generally viewed positively by investors as it aligns management's interests with shareholders, despite the potential for future dilution.

Positives

• The significant increase in CEO Anthony Hayes's beneficial ownership, primarily through a large stock option, demonstrates strong alignment of management's interests with those of shareholders.
• The acceptance of a substantial equity award signals confidence from the CEO in the company's future performance and strategic direction.

Negatives

• The exercise of the 5,000,000 share stock option will result in dilution for existing shareholders, increasing the total outstanding shares by approximately 34.1% (5,000,000 / 14,643,897).
• A significant number of warrants (576,368 shares) purchased by the Reporting Person are not currently exercisable due to beneficial ownership limitations, which could limit immediate upside from these instruments.

Risks

• The beneficial ownership limitations on certain warrants held by the Reporting Person prevent their immediate exercise, potentially impacting the full realization of their value.

Future Outlook

The document indicates that the 5,000,000 share stock option accepted by Mr. Hayes is exercisable within 60 days of April 16, 2025, suggesting a potential increase in outstanding shares in the near term.

Management Comments

• Anthony Hayes, in his capacity as Chief Executive Officer and Chairman of the Board, accepted a stock option to purchase 5,000,000 shares of the Issuer's Common Stock from the Compensation Committee under the Issuer's 2022 Equity Incentive Plan.

Industry Context

This filing is a routine disclosure of a change in beneficial ownership by a key executive and does not provide broader industry context or trends.

Related Party Transactions

• The acceptance of a stock option to purchase 5,000,000 shares of Common Stock by Anthony Hayes, the CEO and Chairman, from the Compensation Committee of the Issuer's Board under the Issuer's 2022 Equity Incentive Plan.
• The issuance of 500,000 shares of Common Stock to the Reporting Person on February 21, 2025, by the Compensation Committee.
• The issuance of 154,559 shares of Common Stock to the Reporting Person on March 24, 2025, by the Compensation Committee.

Stakeholder Impact

• Shareholders: Potential future dilution upon the exercise of the 5,000,000 share stock option, but also increased alignment of the CEO's interests with shareholder value due to a larger equity stake.
• Management: The CEO receives significant equity compensation, incentivizing long-term performance.

Next Steps

• The stock option for 5,000,000 shares is exercisable within 60 days of April 16, 2025, indicating a potential future increase in outstanding shares.

Key Dates

Recommendation

Keywords

Dominari Holdings Inc., Anthony Hayes, Schedule 13D, beneficial ownership, stock option, equity incentive plan, insider ownership, SEC filing, corporate governance, shareholder alignment