Form 4: Blake Sartini Exits New Royal Holdco Following VICI Merger

Chairman and CEO Blake Sartini completed the exercise of equity awards and disposition of all shares in connection with the merger of New Royal Holdco I Inc. into VICI Properties Inc.

Summary

• Blake Sartini, Chairman and CEO, exercised stock options and converted restricted stock units (RSUs) and performance stock units (PSUs) into common stock on April 29, 2026.
• Following the exercise and conversion, Sartini disposed of his entire beneficial ownership of 524,509 direct shares and 5,644,788 indirect shares held by his family trust.
• The transactions were executed pursuant to a Master Transaction Agreement dated November 6, 2025, involving VICI Properties Inc. and VICI Royal Merger Sub LLC.
• All shares were exchanged for 0.902 shares of VICI Properties Inc. per share of New Royal Holdco, with cash paid in lieu of fractional shares.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral administrative filing documenting the final exit of leadership following a previously announced merger.

Positives

• Successful completion of equity award vesting and exercise as part of a definitive merger agreement.
• Clear liquidity event for the CEO and associated family trust through the exchange of shares for VICI Properties Inc. stock.

Negatives

• Total divestment of equity stake by the Chairman and CEO, signaling a complete exit from the issuer's ownership structure.

Risks

• The issuer, New Royal Holdco I Inc., has ceased to exist as an independent entity following the merger and reorganization.
• Shareholders are now subject to the performance and risks associated with VICI Properties Inc. rather than the original issuer.

Future Outlook

The issuer has undergone a reorganization and merger, resulting in the conversion of its common stock into VICI Properties Inc. shares. No further independent outlook for New Royal Holdco I Inc. is applicable.

Management Comments

• All transactions were conducted in accordance with the terms of the Master Transaction Agreement dated November 6, 2025.

Industry Context

StockSavvy.ai notes that this filing represents the final stage of a consolidation event in the real estate/gaming sector, where VICI Properties Inc. has absorbed the assets of New Royal Holdco I Inc., a common trend in REIT-led industry consolidation.

Comparison to Industry Standards

• The use of a Master Transaction Agreement to facilitate accelerated vesting and cash settlement is standard practice in large-scale M&A transactions.
• The exchange ratio of 0.902 is consistent with negotiated premiums typically seen in REIT-to-REIT or gaming-related property acquisitions.

Corporate Governance

Related Party Transactions

• The Blake L. Sartini and Delise F. Sartini Family Trust disposed of 5,644,788 shares as part of the merger.

Stakeholder Impact

• Shareholders of New Royal Holdco I Inc. have had their holdings converted into VICI Properties Inc. shares.

Next Steps

• Finalization of the merger integration into VICI Properties Inc.

Key Dates

Keywords

Merger, Acquisition, VICI Properties, Insider Transaction, Blake Sartini, Equity Settlement, Form 4