Form 4: Grid Dynamics Director Carney Increases Stake with RSU Grants

Grid Dynamics Holdings, Inc. Director Lloyd Carney received grants of restricted stock units totaling 28,260 shares, increasing his beneficial ownership.

Summary

• Lloyd Carney, a Director of Grid Dynamics Holdings, Inc. (GDYN), acquired 28,260 shares of Common Stock in the form of Restricted Stock Units (RSUs) on December 23, 2025.
• The first grant consisted of 19,021 RSUs, which will vest 100% on December 23, 2026, contingent on Mr. Carney's continued service.
• The second grant comprised 9,239 RSUs, with one-quarter vesting on March 23, 2026, and subsequent quarters vesting every three months thereafter, subject to continued service in his board roles.
• Following these transactions, Mr. Carney directly beneficially owns 699,216 shares of Common Stock.
• Additionally, Mr. Carney indirectly beneficially owns 12,542 shares through The Lloyd A. Carney Revocable Trust, 5,200 shares through The Lloyd Carney Foundation, 288,800 shares through the Lloyd Carney 2018 Grantor Retained Annuity Trust, and 19,675 shares through the Lloyd Carney 2020 Grantor Retained Annuity Trust.

Sentiment

Score: 7

Explanation: The acquisition of additional restricted stock units by a director generally signals confidence in the company's future performance and aligns management interests with shareholders.

Positives

• The acquisition of additional equity by a director, even through grants, generally signals confidence in the company's future prospects.
• Increased insider ownership aligns the interests of management with those of shareholders, potentially leading to more shareholder-friendly decisions.

Future Outlook

The future outlook includes the vesting of 19,021 restricted stock units on December 23, 2026, and the phased vesting of 9,239 restricted stock units quarterly starting March 23, 2026, all contingent on the director's continued service.

Related Party Transactions

• 12,542 shares of Common Stock are held by The Lloyd A. Carney Revocable Trust dated September 25, 1995.
• 5,200 shares of Common Stock are held by The Lloyd Carney Foundation, a 501(c)(3) charitable organization controlled by the Reporting Person.
• 288,800 shares of Common Stock are held by the Lloyd Carney 2018 Grantor Retained Annuity Trust.
• 19,675 shares of Common Stock are held by the Lloyd Carney 2020 Grantor Retained Annuity Trust.

Stakeholder Impact

• Shareholders may view the increased insider ownership as a positive sign of management's commitment and belief in the company's long-term prospects, potentially boosting investor confidence.

Next Steps

• Continued service of Lloyd Carney as a director to meet vesting conditions for the RSUs.
• Vesting of 9,239 RSUs in quarterly increments starting March 23, 2026.
• Vesting of 19,021 RSUs on December 23, 2026.

Key Dates

Keywords

Grid Dynamics, GDYN, Lloyd Carney, Form 4, Insider Transaction, Restricted Stock Units, RSUs, Director Ownership, Equity Grant