Form 4: Pagaya CAO Sells Shares for Tax Obligations

Pagaya Technologies' Chief Accounting Officer, Cory Vieira, sold 2,490 Class A Ordinary Shares to cover tax withholding obligations from a compensatory award vesting.

Summary

• Cory Vieira, Chief Accounting Officer of Pagaya Technologies Ltd. (PGY), reported transactions on March 2, 2026.
• Vieira acquired 5,209 Class A Ordinary Shares upon the vesting and exercise of Restricted Stock Units (RSUs).
• Concurrently, Vieira sold 2,490 Class A Ordinary Shares at a price of $10.92 per share.
• The sale was exclusively to satisfy tax withholding obligations arising from the vesting of a compensatory award.
• Following these transactions, Vieira directly beneficially owns 15,111 Class A Ordinary Shares and 15,624 Restricted Stock Units.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as a neutral to slightly positive event, reflecting the routine vesting of executive compensation and a standard tax-related sale, rather than a discretionary sale indicating a change in sentiment.

Positives

• The vesting of 5,209 Restricted Stock Units indicates ongoing compensation and retention of a key executive.
• The underlying compensatory award demonstrates management's alignment with shareholder interests through equity incentives.

Negatives

• A sale of shares, even for tax purposes, reduces the executive's direct equity stake in the company.

Future Outlook

The remaining 15,624 Restricted Stock Units held by Cory Vieira are scheduled to vest over time, with half of the total 41,664 units vesting one year after December 2, 2025, and the remainder vesting over the subsequent 12 months in four quarterly installments.

Industry Context

StockSavvy.ai notes that routine insider sales for tax purposes following equity award vesting are common across industries and typically do not signal a change in management's outlook on the company's prospects. This is a standard mechanism for executives to manage their equity compensation.

Comparison to Industry Standards

• Routine tax-related sales of vested equity awards are a standard practice for executives across publicly traded companies, including those in the financial technology sector like Pagaya.
• For example, executives at companies such as Upstart Holdings (UPST) or SoFi Technologies (SOFI) frequently report similar transactions when their restricted stock units or stock options vest.
• These sales are generally not indicative of a lack of confidence but rather a necessary action to cover tax liabilities on compensation.

Stakeholder Impact

• Shareholders: Minimal direct impact as the sale is for tax purposes and not a discretionary divestment. The vesting of RSUs aligns executive interests with long-term shareholder value.

Next Steps

• The remaining 15,624 Restricted Stock Units held by Cory Vieira are scheduled to vest according to the previously established schedule, with future vesting events expected.

Key Dates

Recommendation

This Form 4 details a routine insider transaction involving the vesting of equity awards and a subsequent sale of shares to cover tax obligations. Such transactions are common and generally do not reflect a change in the executive's confidence in the company's future. Therefore, it provides no new fundamental information that would warrant a change in an investment recommendation, suggesting a "hold" position is appropriate based solely on this filing.

Keywords

Pagaya Technologies, PGY, Cory Vieira, Chief Accounting Officer, Form 4, Insider Trading, Stock Sale, Restricted Stock Units, Equity Compensation, Tax Withholding