MYPS.NASDAQPlaystudios, INC

Form 4: PLAYSTUDIOS CFO Peterson Reports Share Transactions

Sentiment:

Insider Transaction Report


PLAYSTUDIOS CFO Scott Edward Peterson reported recent changes in his beneficial ownership, including RSU settlements, tax withholdings, and transfers to a trust and spouse.

Summary

  • CFO Scott Edward Peterson reported transactions in PLAYSTUDIOS, Inc. Class A Common Stock and derivative securities.
  • On January 15, 2026, 83,334 shares of Class A Common Stock were acquired upon the settlement of fully vested Restricted Stock Units (RSUs).
  • Concurrently, 37,209 shares of Class A Common Stock were withheld by the Issuer to satisfy income tax obligations related to the RSU settlement, at a price of $0.6414 per share.
  • On January 20, 2026, 34,593 shares of Class A Common Stock were transferred from direct ownership to the Scott E Peterson Trust, resulting in indirect beneficial ownership by the reporting person.
  • Also on January 20, 2026, 11,532 shares of Class A Common Stock were transferred to the Reporting Person's spouse, for which the reporting person disclaims beneficial ownership.
  • Following these transactions, direct beneficial ownership of Class A Common Stock is 0 shares. Indirect beneficial ownership includes 400,110 shares via the Scott E Peterson Trust. Shares held by the spouse (96,009) are reported but beneficial ownership is disclaimed.
  • Remaining derivative holdings include 166,667 Restricted Stock Units, 333,334 Restricted Stock Units, 250,000 Performance Stock Units, 67,974 stock options at $1.01, 67,971 stock options at $1.44, and 63,358 Earnout Shares.

Sentiment

Score: 6

Explanation: The filing reflects the routine settlement of vested equity awards and subsequent tax withholdings, which is a standard part of executive compensation. While the acquisition of shares from RSU settlement is positive for the insider, the implied market price for tax withholding suggests the stock options are currently out-of-the-money, and earnout share targets are very high. The transfers to a trust and spouse are neutral administrative actions.

Positives

  • Acquisition of 83,334 shares of Class A Common Stock through the settlement of vested Restricted Stock Units, indicating a realization of equity compensation.
  • Continued vesting schedules for a total of 500,001 Restricted Stock Units (166,667 + 333,334) and 250,000 Performance Stock Units, providing future equity upside potential.
  • The reporting person continues to hold significant equity and equity-linked compensation, aligning interests with shareholders.

Negatives

  • Disposal of 37,209 shares of Class A Common Stock for tax withholding, reducing the number of shares directly held by the reporting person.
  • Stock options with exercise prices of $1.01 and $1.44 are currently out-of-the-money, given the implied market price of $0.6414 used for tax withholding.
  • The Earnout Shares are contingent on the Class A Common Stock exceeding $12.50 and $15.00, which is significantly higher than the current implied market price, indicating a challenging hurdle for vesting.

Risks

  • The vesting of Performance Stock Units is contingent upon the achievement of certain pre-established performance metrics for the fiscal year ending December 31, 2025, which may not be met.
  • Earnout Shares are subject to significant price targets ($12.50 and $15.00 per share) that must be met within a specific timeframe (by June 21, 2026), posing a risk to their vesting.
  • The value of the remaining Restricted Stock Units, Performance Stock Units, Stock Options, and Earnout Shares is subject to the future performance and market price of PLAYSTUDIOS Class A Common Stock.
  • The stock options are currently out-of-the-money, meaning they hold no intrinsic value unless the stock price increases above their exercise price.

Future Outlook

The reporting person has significant future equity compensation tied to continued employment and the achievement of specific company performance metrics and stock price targets. Remaining Restricted Stock Units are scheduled to vest through January 2028, while Performance Stock Units are contingent on fiscal year 2025 performance. Earnout Shares require the Class A Common Stock to reach $12.50 and $15.00 by June 21, 2026.

Industry Context

This filing details individual insider transactions related to equity compensation and personal transfers, which typically do not provide insights into broader industry trends or competitive landscape.

Related Party Transactions

  • Transfer of 34,593 shares of Class A Common Stock from direct ownership to the Scott E Peterson Trust.
  • Transfer of 11,532 shares of Class A Common Stock to the reporting person's spouse.

Stakeholder Impact

  • Shareholders: Minor impact, as the transactions are routine equity compensation settlements and internal transfers by an executive, not open market sales or purchases that would significantly alter market dynamics or company strategy.
  • Employees: No direct impact mentioned.
  • Customers: No direct impact mentioned.
  • Suppliers: No direct impact mentioned.
  • Creditors: No direct impact mentioned.

Next Steps

  • Continued vesting of 166,667 Restricted Stock Units on May 15, 2026, and May 15, 2027.
  • Continued vesting of 83,334 Restricted Stock Units on January 15, 2027, and 83,333 on January 15, 2028.
  • Determination of Performance Stock Unit vesting based on fiscal year 2025 performance metrics.
  • Potential vesting of Earnout Shares if Class A Common Stock price targets of $12.50 and $15.00 are met by June 21, 2026.

Key Dates

DateDescription
2021-02-01Date of the Agreement and Plan of Merger for the business combination, relevant for Earnout Shares calculation.
2021-04-01Date when 67,974 stock options became exercisable.
2023-01-01Date when 67,971 stock options became exercisable.
2024-03-11Grant date for 766,669 Restricted Stock Units.
2024-05-15Vesting date for 183,334 Restricted Stock Units from the March 11, 2024 grant.
2025-03-07Grant date for 333,334 Restricted Stock Units and 250,000 Performance Stock Units.
2025-05-15Vesting date for 83,333 Restricted Stock Units from the March 7, 2025 grant and 250,001 Restricted Stock Units from the March 11, 2024 grant.
2025-12-31End of fiscal year for which Performance Stock Unit vesting metrics will be determined.
2026-01-15Transaction date for RSU settlement and tax withholding; vesting date for 83,334 Restricted Stock Units from the March 7, 2025 grant.
2026-01-20Transaction date for share transfers to trust and spouse; filing date of the Form 4.
2026-05-15Vesting date for 166,667 Restricted Stock Units from the March 11, 2024 grant.
2026-06-21Expiration date for Earnout Shares vesting conditions (5-year anniversary of closing of business combination).
2027-01-15Vesting date for 83,334 Restricted Stock Units from the March 7, 2025 grant.
2027-04-01Expiration date for 67,974 stock options.
2027-05-15Vesting date for 166,667 Restricted Stock Units from the March 11, 2024 grant.
2028-01-15Vesting date for 83,333 Restricted Stock Units from the March 7, 2025 grant.
2029-01-01Expiration date for 67,971 stock options.

Keywords

PLAYSTUDIOS, MYPS, Scott Edward Peterson, CFO, Form 4, Insider Trading, Beneficial Ownership, Restricted Stock Units, RSU, Performance Stock Units, PSU, Stock Options, Earnout Shares, Equity Compensation, Share Transfer, Tax Withholding

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