Form 4: StubHub Director Acquires 12,765 Class A Shares

StubHub Holdings Director Thomas Patterson reported the planned acquisition of 12,765 Class A Common Stock shares through a restricted stock unit grant.

Summary

• Thomas Patterson, a Director and 10% Owner of StubHub Holdings, Inc. (STUB), reported a planned transaction.
• The transaction involves the acquisition of 12,765 shares of Class A Common Stock, scheduled for September 16, 2025.
• These shares represent Restricted Stock Units (RSUs) which will vest according to the terms of applicable awards, with each RSU granting a contingent right to receive one share of Class A common stock.
• The acquisition price for these RSUs is $0, which is typical for such grants.
• Following this planned transaction, Thomas Patterson will directly beneficially own 12,765 shares of Class A Common Stock.
• Indirect beneficial ownership includes 21,111,915 Class A Common Stock held by Madrone Partners, L.P., 53,279,250 Class A Common Stock held by Madrone SHV Partners LLC, and 1,388,890 Class A Common Stock held by Madrone Opportunity Fund, L.P.
• Additionally, indirect beneficial ownership includes 38,333 Series L Preferred Stock held by Madrone Partners, L.P., and 12,778 Series L Preferred Stock held by Madrone Opportunity Fund, L.P.
• The transaction is made pursuant to a contract, instruction, or written plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Sentiment

Score: 7

Explanation: The planned acquisition of shares by a director and significant owner, even through restricted stock units, generally signals continued confidence in the company's future. This is a routine compensation event, pre-arranged under a 10b5-1 plan, which is a positive for transparency.

Positives

• The planned acquisition of 12,765 Class A Common Stock shares by a Director and 10% Owner, even as RSUs, indicates continued alignment of insider interests with shareholder value.
• The transaction is reported under a Rule 10b5-1 plan, demonstrating a pre-arranged, transparent approach to insider stock transactions.

Future Outlook

The acquired restricted stock units (RSUs) are scheduled to vest in accordance with the terms of the applicable awards, indicating future share issuance to the reporting person.

Management Comments

• "The Reporting Person disclaims beneficial ownership of the shares reported herein, except to the extent of his pecuniary interest therein."

Industry Context

This Form 4 filing reports a routine insider transaction, specifically a planned RSU grant to a director and significant owner. Such filings are standard disclosures for publicly traded companies and do not typically provide broader industry-specific insights.

Related Party Transactions

• Thomas Patterson's indirect beneficial ownership is held through Madrone Partners, L.P., Madrone SHV Partners LLC, and Madrone Opportunity Fund, L.P.
• Madrone Capital Partners, LLC, of which Thomas Patterson is a managing member, serves as the general partner or manager for these entities, establishing a related party relationship for the indirect holdings.

Stakeholder Impact

• Shareholders may view the planned acquisition of shares by a director and 10% owner as a positive signal of continued insider confidence and alignment with long-term company performance.

Next Steps

• Vesting of the 12,765 Restricted Stock Units in accordance with their award terms.

Key Dates

Recommendation

This Form 4 reports a routine, pre-arranged acquisition of restricted stock units by a director and 10% owner, which is a standard compensation event. While it signals continued insider alignment, it does not provide new fundamental information to warrant a change in investment recommendation. The transaction is expected and does not suggest a significant shift in the company's outlook.

Keywords

StubHub, STUB, Thomas Patterson, Insider Transaction, Form 4, RSU, Stock Acquisition, Director, 10% Owner, 10b5-1 Plan