Form 4: Hagerty Director Sells Over 25,000 Shares Under Pre-Arranged 10b5-1 Plan
Insider Transaction Report
Hagerty, Inc. Director and 10% Owner Robert I. Kauffman reported the sale of 25,479 shares of Class A Common Stock in early July 2025, executed under a pre-arranged Rule 10b5-1 trading plan.
Summary
- Robert I. Kauffman, a Director and 10% Owner of Hagerty, Inc. (HGTY), reported multiple sales of Class A Common Stock.
- On July 3, 2025, 3,100 shares were sold at a weighted average price of $10.19 per share.
- On July 7, 2025, 9,914 shares were sold at a weighted average price of $10.15 per share.
- On July 8, 2025, 12,465 shares were sold at a weighted average price of $10.19 per share.
- A total of 25,479 shares were disposed of across these three transactions.
- All reported sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 9, 2024.
- The shares were held indirectly by Aldel LLC, where Robert I. Kauffman serves as manager and holds voting and investment discretion.
- Following the reported transactions, Aldel LLC beneficially owns 3,649,256 shares of Class A Common Stock.
- Robert I. Kauffman disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
Sentiment
Score: 5
Explanation: The sentiment is neutral. While insider selling can be perceived negatively, the execution under a pre-arranged 10b5-1 plan mitigates concerns about opportunistic selling based on undisclosed negative information.
Positives
- The sales were conducted under a Rule 10b5-1 trading plan, indicating pre-scheduled transactions rather than a reaction to immediate, non-public information, which can mitigate negative market interpretations of insider selling.
Negatives
- Insider selling, even under a 10b5-1 plan, can sometimes be perceived by the market as a lack of confidence in the company's future prospects, particularly when executed by a director and 10% owner.
Future Outlook
This Form 4 filing reports past insider transactions and does not contain any forward-looking statements or guidance regarding the company's future performance or outlook.
Management Comments
- Sales were executed under a Rule 10b5-1 trading plan adopted on August 9, 2024.
- Transaction prices reflect weighted averages from multiple trades, with full details available upon request to the SEC staff, the Issuer, or a security holder.
- Robert I. Kauffman, as manager of Aldel LLC, has voting and investment discretion over the securities held by Aldel LLC but disclaims beneficial ownership except to the extent of his pecuniary interest therein.
Industry Context
This filing pertains to specific insider trading activity within Hagerty, Inc. and does not provide information related to broader industry trends or competitive landscape.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Insider Trading Policy/Plan | The sales were conducted under a Rule 10b5-1 trading plan, a pre-arranged plan for trading securities designed to avoid insider trading allegations, adopted on August 9, 2024. | 08/09/2024 | This demonstrates adherence to corporate governance best practices regarding insider trading, providing transparency and reducing the perception of opportunistic trading. |
Related Party Transactions
- Sales of Class A Common Stock were conducted by Aldel LLC, an entity managed by the reporting person, Robert I. Kauffman, who holds voting and investment discretion over its securities. This constitutes a related party transaction.
Stakeholder Impact
- Shareholders may interpret the insider sales differently; however, the disclosure of a 10b5-1 plan can reassure them that the transactions are pre-planned and not based on immediate, undisclosed negative information.
Key Dates
| Date | Description |
|---|---|
| 08/09/2024 | Date the Rule 10b5-1 trading plan was adopted by the Reporting Person. |
| 07/03/2025 | Transaction date for the sale of 3,100 shares of Class A Common Stock. |
| 07/07/2025 | Transaction date for the sale of 9,914 shares of Class A Common Stock. |
| 07/08/2025 | Transaction date for the sale of 12,465 shares of Class A Common Stock. |
Keywords
Hagerty, HGTY, insider trading, Form 4, stock sale, director, 10b5-1 plan, beneficial ownership, Aldel LLC, equity securities
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