AlTi Global SEC Filings

Guidewire Software, Inc. (GWRE) – Form 144 filing dated 30 June 2025 discloses a proposed sale of 1,400 common shares by insider Mike Rosenbaum through Morgan Stanley Smith Barney. The planned transaction is valued at ≈ US$0.33 million, based on the stated aggregate market value of US$331,646. With 84.2 million shares outstanding, the new sale represents roughly 0.002% of total shares.

The filing also details a consistent pattern of insider disposals during the prior three-month window. Between 31 March 2025 and 23 June 2025, Rosenbaum executed 21 separate trades totaling 24,125 shares, generating ≈ US$5.33 million in gross proceeds. Adding the proposed sale raises cumulative disposals to 25,525 shares—still well below the 1% Rule 144 threshold and unlikely to create mechanical selling pressure in the secondary market.

While the dollar amounts are modest relative to Guidewire’s market capitalisation, the steady cadence of transactions may attract investor scrutiny over management’s near-term sentiment. The filing does not reference a Rule 10b5-1 trading plan; however, the signature page reiterates the standard representation that the insider is not in possession of undisclosed material adverse information.

No operational metrics, earnings data or corporate events are included in this filing. Consequently, the immediate financial impact on GWRE appears neutral; nevertheless, persistent insider selling can influence perception and warrants monitoring alongside forthcoming earnings releases and guidance.

Classover Holdings, Inc. (KIDZW) has called a virtual special meeting for July 18, 2025 to seek stockholder approval for two pivotal capital-structure actions.

Proposal 1 – “Nasdaq Proposal”: authorizes the issuance of Class B common stock above the 19.99% threshold required by Nasdaq rules in connection with (i) a $400 million Equity Purchase Facility Agreement (EPFA) with Solana Strategic Holdings LLC and (ii) up to $500 million of senior secured convertible notes under a May 30, 2025 Securities Purchase Agreement. Both agreements allow issuance below the Nasdaq “Minimum Price” and could trigger a change of control, hence the need for shareholder consent.

Proposal 2 – “Authorized Share Proposal”: amends the certificate of incorporation to raise authorized Class B shares from 450 million to 2 billion. The board says the additional capacity will (1) cover all shares issuable under the EPFA and note conversions and (2) support future financing, equity compensation and strategic M&A.

Voting dynamics: CEO & Chair Hui Luo owns all 6.54 million Class A shares (25 votes each) plus 522.8 k Class B shares, giving management roughly 91% of total voting power. A Voting Agreement obligates Luo to vote “FOR” both items, effectively guaranteeing passage.

Capital & structural implications:

• The EPFA allows discounted share sales at 95% of the lowest VWAP over the prior three trading days, incentivising rapid resale by the investor.
• The notes are senior, secured by all company assets (including crypto holdings) and prohibit cash dividends while outstanding.
• If approved, common shareholders face potentially massive dilution and a decline in per-share voting and economic interests.

Strategic rationale & risks: Proceeds back a “Solana-centric” digital-asset treasury strategy that includes buying, staking and validator operations. The proxy enumerates extensive risks: crypto price volatility, potential classification of SOL as a security, 1940 Act “investment company” issues, custody & cyber-security exposure, restrictive debt covenants and dilution. Failure to obtain approval would cap issuances at 19.99%, limit access to capital, and force repeated shareholder meetings.

Board recommendation: vote FOR both proposals.

Classover Holdings, Inc. (KIDZW) has called a virtual special meeting for July 18, 2025 to seek stockholder approval for two pivotal capital-structure actions.

Proposal 1 – “Nasdaq Proposal”: authorizes the issuance of Class B common stock above the 19.99% threshold required by Nasdaq rules in connection with (i) a $400 million Equity Purchase Facility Agreement (EPFA) with Solana Strategic Holdings LLC and (ii) up to $500 million of senior secured convertible notes under a May 30, 2025 Securities Purchase Agreement. Both agreements allow issuance below the Nasdaq “Minimum Price” and could trigger a change of control, hence the need for shareholder consent.

Proposal 2 – “Authorized Share Proposal”: amends the certificate of incorporation to raise authorized Class B shares from 450 million to 2 billion. The board says the additional capacity will (1) cover all shares issuable under the EPFA and note conversions and (2) support future financing, equity compensation and strategic M&A.

Voting dynamics: CEO & Chair Hui Luo owns all 6.54 million Class A shares (25 votes each) plus 522.8 k Class B shares, giving management roughly 91% of total voting power. A Voting Agreement obligates Luo to vote “FOR” both items, effectively guaranteeing passage.

Capital & structural implications:

• The EPFA allows discounted share sales at 95% of the lowest VWAP over the prior three trading days, incentivising rapid resale by the investor.
• The notes are senior, secured by all company assets (including crypto holdings) and prohibit cash dividends while outstanding.
• If approved, common shareholders face potentially massive dilution and a decline in per-share voting and economic interests.

Strategic rationale & risks: Proceeds back a “Solana-centric” digital-asset treasury strategy that includes buying, staking and validator operations. The proxy enumerates extensive risks: crypto price volatility, potential classification of SOL as a security, 1940 Act “investment company” issues, custody & cyber-security exposure, restrictive debt covenants and dilution. Failure to obtain approval would cap issuances at 19.99%, limit access to capital, and force repeated shareholder meetings.

Board recommendation: vote FOR both proposals.

Form 4 overview: Director Ali Bouzarif of AlTi Global, Inc. (ALTI) reported a single insider transaction on 19 Jun 2025.

• Security type: 30,732.266 Restricted Stock Units (RSUs) convertible 1-for-1 into Class A common shares.
• Transaction code: “A” (award/grant) at $0 cost; no open-market purchase or sale occurred.
• Vesting: The RSUs cliff-vest on the earlier of (i) the business day prior to the company’s 2026 AGM or (ii) 30 Jun 2026.
• Post-transaction holdings: Bouzarif now directly holds the entire 30,732.266 derivative securities reported; no indirect ownership disclosed.

The filing represents routine director equity compensation designed to align board incentives with shareholder interests. No cash outlay, sales, or changes to existing common-stock ownership were disclosed, and there is no indication of a 10b5-1 trading plan.

AlTi Global, Inc. (ALTI) filed a Form 4 disclosing that director Tracey Warson Brophy received 30,732.266 Restricted Stock Units (RSUs) on 19 June 2025. The award was recorded with transaction code “A” at a cost basis of $0, indicating a stock-based compensation grant rather than an open-market purchase. Ownership is reported as direct, and the filing shows the same 30,732.266 RSUs as the post-transaction beneficial holding.

The RSUs will vest in full on the earlier of (i) the business day immediately before the company’s 2026 annual general meeting or (ii) 30 June 2026, aligning the director’s incentives with shareholder outcomes over roughly one year. No shares were sold or otherwise disposed of, and no non-derivative transactions were reported. As a routine equity compensation grant, the filing signals ongoing board alignment but does not by itself imply a change in the company’s fundamental outlook.

Form 4 Overview (ALTI – AlTi Global, Inc.)

Director Timothy F. Keaney filed a Form 4 reporting the award of 47,495.32 restricted stock units (RSUs) on 19 Jun 2025. The RSUs were received at $0 cost under transaction code “A,” indicating a stock-based compensation grant rather than an open-market purchase. All units are held directly by the reporting person.

Vesting Terms

• The RSUs vest in full on the earlier of (i) the business day immediately prior to AlTi Global’s 2026 annual general meeting or (ii) 30 Jun 2026.
• Each RSU converts to one share of Class A common stock upon vesting, giving the director a potential future ownership of 47,495.32 shares.

Governance & Alignment Implications

• The share-settled grant aligns the director’s incentives with long-term shareholder value, but does not represent a cash outlay or signal market sentiment, as no open-market purchase occurred.
• The size of the grant is modest relative to AlTi Global’s total shares outstanding and therefore is not expected to materially impact dilution or insider ownership concentration.
• No sales or dispositions were reported, and the filing does not indicate the use of a Rule 10b5-1 trading plan.

Overall, the Form 4 reflects routine director compensation that marginally increases insider equity alignment without providing a directional signal on near-term fundamentals.

AlTi Global, Inc. (ALTI) – Form 4 insider filing

Director Mark F. Furlong reported the grant of 30,732.266 Restricted Stock Units (RSUs) on 19 June 2025. Each RSU converts into one share of Class A common stock at no cost to the director. The award will vest in full on the earlier of (i) the business day immediately prior to the company’s 2026 annual general meeting or (ii) 30 June 2026. Following the grant, Mr. Furlong’s beneficial ownership stands at 30,732.266 shares, held directly.

No shares were sold, and no cash consideration was exchanged. The filing reflects routine director equity compensation designed to align the director’s interests with shareholders. There are no indications of additional derivative positions, accelerated vesting, or 10b5-1 plan activity.

Form 4 overview: On 06/19/2025, AlTi Global, Inc. (ticker: ALTI) filed a Form 4 reporting that independent director Nazim Cetin received an equity award of 30,732.266 Restricted Stock Units (RSUs). Each RSU represents the right to receive one share of Class A common stock once vested. The award was granted at no cost (exercise price $0) and is held directly by the reporting person.

Vesting terms: The RSUs vest in full on the earlier of (i) the business day immediately prior to AlTi’s 2026 annual general meeting or (ii) 30 June 2026. Until vesting, the shares are not deliverable and can be forfeited under certain conditions typical of director service awards.

Post-transaction ownership: Following the grant, Mr. Cetin beneficially owns exactly 30,732.266 Class A shares, implying that this is either his first equity award since joining the board or that prior holdings were NIL. No shares were disposed of, and there were no open-market purchases or sales.

Investor takeaways: The transaction is a routine component of director compensation and results in only minimal dilution (<0.1 % of basic shares outstanding based on ALTI’s latest filings). The award marginally strengthens insider alignment but has negligible financial impact on valuation, liquidity, or control structure.