Form 4: Zedge Director Mark Ghermezian Acquires 12,027 Shares

Zedge Director Mark Ghermezian reported the acquisition of 12,027 shares of Class B Common Stock at $2.91 per share, effective January 5, 2026, as a restricted stock grant.

Summary

• Mark Ghermezian, a Director of Zedge, Inc. (ZDGE), acquired 12,027 shares of Class B Common Stock.
• The transaction occurred on January 5, 2026, and was a grant of restricted stock that vested immediately upon acquisition.
• The acquisition price was $2.91 per share, which represents the average closing price of the company's Class B common stock during December 2025.
• Following this transaction, Mr. Ghermezian directly beneficially owns 12,027 shares and indirectly owns 4,563 shares through T5 Capital Partners LLC.
• The transaction was made pursuant to a Rule 10b5-1(c) plan, indicating a pre-arranged equity transaction.

Sentiment

Score: 7

Explanation: The acquisition of shares by a director, even as a grant, generally indicates confidence in the company's future. The immediate vesting of restricted stock further aligns the director's interests with shareholders. This is a positive signal, though not a direct open-market purchase.

Positives

• A director increasing their direct ownership in the company, even through a grant, can signal confidence in the company's future prospects.
• The shares were granted as restricted stock that vested immediately, which aligns the director's financial interests directly with those of other shareholders.

Future Outlook

The filing does not contain specific forward-looking statements or guidance, beyond the future transaction date of January 5, 2026, which indicates a pre-planned equity grant under a Rule 10b5-1 plan.

Industry Context

This Form 4 filing reports an insider transaction, which is a routine disclosure for public companies. It reflects a director's equity compensation and ownership, rather than broader industry trends. Insider buying, even through grants, can sometimes be viewed positively by the market as a sign of management confidence and alignment with shareholder interests.

Comparison to Industry Standards

• This is a standard Form 4 filing reporting an insider equity transaction.
• The grant of restricted stock to a director is a common form of executive compensation across various industries, designed to align management incentives with shareholder value.
• The specific value and number of shares are company-specific and not directly comparable to industry benchmarks without context of Zedge's compensation policies, market capitalization, and peer group compensation structures.

Related Party Transactions

• Mark Ghermezian's indirect beneficial ownership of 4,563 shares through T5 Capital Partners LLC is noted, indicating a relationship with this entity.

Stakeholder Impact

• Shareholders: Increased director ownership may be viewed positively, signaling management's belief in the company's value. It aligns the director's financial interests with those of other shareholders.

Key Dates

Recommendation

The director's acquisition of shares, even through a restricted stock grant, is a positive signal of confidence in Zedge's future. However, it is not an open-market purchase, which typically carries a stronger signal. While it aligns management interests with shareholders, this single transaction alone is unlikely to fundamentally alter the company's investment thesis. Investors should hold and monitor broader company performance and market conditions.

Keywords

Zedge, ZDGE, Mark Ghermezian, Insider Transaction, Stock Grant, Restricted Stock, Director Ownership, Form 4, Equity Acquisition