Form 4: Pagaya CFO Reports Routine Stock Transactions

Pagaya Technologies CFO Evangelos Perros reported the acquisition of shares from RSU vesting and subsequent sale to cover tax obligations.

Summary

• Evangelos Perros, Chief Financial Officer of Pagaya Technologies Ltd. (PGY), reported changes in his beneficial ownership of Class A Ordinary Shares.
• On September 12, 2025, Perros acquired 20,625 Class A Ordinary Shares through the vesting of Restricted Stock Units (RSUs) at a price of $0.
• Following this acquisition, his direct beneficial ownership of Class A Ordinary Shares increased to 79,704.
• On September 15, 2025, Perros disposed of 11,553 Class A Ordinary Shares at a price of $40.62 per share.
• This sale was explicitly stated as necessary to satisfy tax withholding obligations arising from the vesting of a compensatory award.
• After these transactions, Perros directly beneficially owns 68,151 Class A Ordinary Shares.
• He also beneficially owns 123,750 Restricted Stock Units (RSUs) which vest over two years in eight equal quarterly installments starting June 12, 2025.

Sentiment

Score: 5

Explanation: The sentiment is neutral. The transactions are routine for an executive receiving equity compensation, involving the vesting of RSUs and a subsequent sale to cover tax obligations. There is no indication of discretionary selling or buying that would signal a change in management's outlook on the company's prospects.

Positives

• The vesting of 20,625 Restricted Stock Units indicates a compensatory award to the Chief Financial Officer, reflecting ongoing executive compensation.

Negatives

• The sale of 11,553 Class A Ordinary Shares by the CFO, although for tax purposes, reduces his direct ownership stake in the company.

Future Outlook

The filing indicates a future vesting schedule for 123,750 Restricted Stock Units over two years in eight equal quarterly installments starting June 12, 2025.

Industry Context

This Form 4 filing details a routine insider transaction for an executive of a publicly traded technology company. Such transactions, particularly sales to cover tax obligations from equity awards, are common across all industries and do not typically reflect a change in company fundamentals or industry trends.

Stakeholder Impact

• Shareholders: The transaction is a routine insider filing and is unlikely to have a significant direct impact on shareholders. The sale for tax purposes is not indicative of a change in management's confidence.
• Employees: The vesting of RSUs is part of executive compensation, which is a standard practice for attracting and retaining talent.

Next Steps

• Future quarterly vesting of the remaining 123,750 Restricted Stock Units, starting June 12, 2025, over a two-year period.

Key Dates

Recommendation

The reported transactions are routine insider activities, specifically the vesting of Restricted Stock Units and a subsequent sale of shares to cover tax withholding obligations. This is a non-discretionary event and does not reflect a change in the company's fundamental outlook or the executive's confidence. Therefore, it provides no new information to alter an existing investment thesis, warranting a 'hold' recommendation.

Keywords

Pagaya Technologies, PGY, Evangelos Perros, CFO, Insider Trading, Form 4, Stock Transaction, Restricted Stock Units, RSU Vesting, Tax Withholding