Form 4: Pagaya President Sells Shares for Tax Obligations

Pagaya Technologies President Sanjiv Das sold 4,783 Class A Ordinary Shares for $30.2 each to cover tax withholding obligations following the vesting of restricted stock units.

Summary

• Sanjiv Das, President of Pagaya Technologies Ltd. (PGY), reported transactions on October 1, 2025.
• Acquired 8,538 Class A Ordinary Shares through the exercise of Restricted Stock Units (RSUs) at a price of $0.
• Disposed of 4,783 Class A Ordinary Shares at a price of $30.2 per share.
• The sale was necessary to satisfy tax withholding obligations arising from the vesting of a compensatory award.
• Following these transactions, Sanjiv Das directly beneficially owns 100,640 Class A Ordinary Shares.
• The derivative securities (RSUs) had a vesting schedule where 1/3rd vested on October 1, 2024, 1/3rd on January 1, 2025, and the remaining RSUs vest over the following four quarters in four equal installments.

Sentiment

Score: 5

Explanation: The sentiment is neutral. The transaction is a routine, non-discretionary sale of shares to cover tax obligations following RSU vesting, which is a standard practice for executives receiving equity compensation. It does not reflect a change in management's outlook or confidence in the company.

Positives

• The vesting of Restricted Stock Units (RSUs) represents a standard component of executive compensation, aligning management incentives with company performance.

Negatives

• The sale of 4,783 Class A Ordinary Shares, even for tax purposes, results in a slight reduction in the direct ownership stake of a key executive.

Future Outlook

The remaining Restricted Stock Units (RSUs) from the initial award are scheduled to vest over the following four quarters in four equal installments.

Management Comments

• The sale of securities was necessary to satisfy tax withholding obligations arising exclusively from the vesting of a compensatory award.

Industry Context

This transaction is a routine insider filing common across all industries, reflecting an executive's exercise of compensatory equity awards and subsequent sale of a portion of those shares to cover tax liabilities. It does not indicate a change in strategic direction or operational performance specific to the financial technology sector.

Stakeholder Impact

• Shareholders: A minor reduction in direct insider ownership, but for a routine tax-related reason, unlikely to signal a change in confidence.
• Employees: Standard executive compensation practices are being followed.

Next Steps

• Remaining Restricted Stock Units (RSUs) will vest over the following four quarters in four equal installments.

Key Dates

Keywords

Pagaya Technologies, PGY, Sanjiv Das, Insider Trading, Form 4, Restricted Stock Units, Executive Compensation, Share Sale, Tax Withholding