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Digital Turbine grants CTO 51K RSUs, PSUs

Digital Turbine’s CTO received new time-based RSU and performance-based PSU grants, lifting his reported beneficial ownership to 744,193 shares.

(Moderate)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Digital Turbine, Inc. (symbol: APPS) is the issuer of record for a Form 4 filing submitted to the SEC. John Benneaser reported acquisition or exercise transactions in this Form 4 filing.

Digital Turbine, Inc. (APPS) reported that Chief Technology Officer John Benneaser received equity awards on September 2, 2026. He was granted 51,124 restricted stock units under the 2020 Equity Incentive Plan, vesting over three years through June 15, 2029, and a target award of 51,124 performance stock units whose ultimate payout depends on performance over periods ending June 15, 2028 and June 15, 2029, with an actual delivery range of 0 to 76,687 shares. Following these awards, Benneaser beneficially owned 744,193 shares of common stock, held directly, and no Rule 10b5-1 trading plan is reported.

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Insider John Benneaser
Role Chief Technology Officer
Type Security Shares Price Value
Grant/Award Performance Stock Units F3, F4, F5 51,124 $0.00 $0.00
Grant/Award Common Stock F1, F2 51,124 $9.78 $500K
Holdings After Transaction: Performance Stock Units — 51,124 contracts (Direct); Common Stock — 744,193 shares (Direct)
Footnotes (5)
  1. F1. Restricted Stock Units ("RSUs") granted pursuant to Issuer's 2020 Equity Incentive Plan.
  2. F2. RSUs vest over three years. One-third of the RSUs vest on the first anniversary of the grant date (i.e., the date indicated). The remaining balance vests proportionately each month through June 15, 2029.
  3. F3. Performance Stock Units ("PSUs") granted pursuant to Issuer's 2020 Equity Incentive Plan.
  4. F4. This is a target award only. The number of shares of Issuer's common stock ultimately deliverable under the PSUs is tied to the satisfaction of certain performance criteria (other than the price of Issuer's common stock), as measured over the fiscal year preceding each of two separate valuation periods ending June 15, 2028 and June 15, 2029, respectively. The actual number of shares deliverable ranges from -0- to 76,687 (subject to adjustment for any subsequent stock splits or similar events), depending on the extent to which the applicable performance criteria are satisfied.
  5. F5. Not applicable
RSUs granted 51,124 units Restricted Stock Units granted September 2, 2026 under the 2020 Equity Incentive Plan
PSU target award 51,124 units Performance Stock Units granted September 2, 2026 tied to performance criteria
PSU delivery range 0 to 76,687 shares Possible APPS shares deliverable depending on performance, subject to adjustments
Beneficial ownership after transaction 744,193 shares APPS common stock beneficially owned by John Benneaser after September 2, 2026 awards
RSU vesting period end June 15, 2029 Final date through which RSUs vest monthly after first anniversary cliff
First PSU valuation period end June 15, 2028 End date for first PSU valuation period based on prior fiscal year performance
Second PSU valuation period end June 15, 2029 End date for second PSU valuation period based on prior fiscal year performance
RSU reference price $9.78 per share Price field associated with 51,124 RSUs in the non-derivative transaction table
Restricted Stock Units ("RSUs") financial
"Restricted Stock Units ("RSUs") granted pursuant to Issuer's 2020 Equity"
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
Performance Stock Units ("PSUs") financial
"Performance Stock Units ("PSUs") granted pursuant to Issuer's 2020 Equity"
2020 Equity Incentive Plan financial
"granted pursuant to Issuer's 2020 Equity Incentive Plan"
valuation periods financial
"two separate valuation periods ending June 15, 2028 and June 15, 2029"

FAQ

What equity awards did APPS grant to its CTO John Benneaser on September 2, 2026?

John Benneaser received 51,124 restricted stock units and a target award of 51,124 performance stock units under Digital Turbine’s 2020 Equity Incentive Plan on September 2, 2026.

How do the new RSUs granted to the APPS CTO vest?

The 51,124 RSUs vest over three years: one-third on the first anniversary of the grant date, with the remaining balance vesting proportionately each month through June 15, 2029.

How many APPS shares could ultimately be delivered under the CTO’s PSU award?

The PSU grant is a target award only. Depending on performance, the actual number of APPS shares deliverable ranges from 0 to 76,687, subject to adjustments for stock splits or similar events.

Over what periods are the APPS CTO’s PSUs measured for performance?

Performance for the PSUs is measured over the fiscal year preceding each of two valuation periods, with valuation periods ending on June 15, 2028 and June 15, 2029, respectively.

What is the APPS CTO’s reported beneficial ownership after these grants?

After the reported transactions, John Benneaser beneficially owned 744,193 shares of Digital Turbine common stock, held directly.

Was the APPS CTO’s Form 4 transaction under a Rule 10b5-1 trading plan?

No. The Form 4 indicates no Rule 10b5-1 plan; the document-level 10b5-1 checkbox is unchecked.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
John Benneaser

(Last)(First)(Middle)
110 SAN ANTONIO STREET
SUITE 160

(Street)
AUSTIN TEXAS 78701

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Digital Turbine, Inc. [ APPS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Technology Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/02/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock(1)09/02/2026A51,124(2)A$9.78744,193D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Performance Stock Units(3)$009/02/2026A51,124(4)06/15/2029 (5)Common Stock51,124$051,124D
Explanation of Responses:
1. Restricted Stock Units ("RSUs") granted pursuant to Issuer's 2020 Equity Incentive Plan.
2. RSUs vest over three years. One-third of the RSUs vest on the first anniversary of the grant date (i.e., the date indicated). The remaining balance vests proportionately each month through June 15, 2029.
3. Performance Stock Units ("PSUs") granted pursuant to Issuer's 2020 Equity Incentive Plan.
4. This is a target award only. The number of shares of Issuer's common stock ultimately deliverable under the PSUs is tied to the satisfaction of certain performance criteria (other than the price of Issuer's common stock), as measured over the fiscal year preceding each of two separate valuation periods ending June 15, 2028 and June 15, 2029, respectively. The actual number of shares deliverable ranges from -0- to 76,687 (subject to adjustment for any subsequent stock splits or similar events), depending on the extent to which the applicable performance criteria are satisfied.
5. Not applicable
Remarks:
/s/ Benneaser John09/04/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

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