Merlin (MRLN) CEO awarded 531,807 RSUs with multi-year vesting schedule

Rhea-AI Filing Summary

Merlin, Inc. Chief Executive Officer George Matthew Spencer reported an equity award of 531,807 shares of common stock-equivalent units. The filing describes this as a grant/award acquisition, with no cash price per share shown and direct ownership reported after the transaction of 15,422,429 shares.

The award consists of restricted stock units that convert into common stock over time. According to the footnote, 451,807 RSUs vest in three equal annual installments beginning on March 16, 2027, 20,000 RSUs vest in four equal six‑month installments beginning on September 16, 2026, and 60,000 RSUs vest in full on March 16, 2027. Each RSU represents a contingent right to receive one share of common stock, and the RSUs do not expire.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider George Matthew Spencer

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Grant/Award	Common stock	531,807	$0.00	--

Holdings After Transaction: Common stock — 15,422,429 shares (Direct, null)

Footnotes (1)

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Key Figures

Equity award size: 531,807 shares Direct holdings after transaction: 15,422,429 shares Main RSU tranche: 451,807 RSUs +3 more

6 metrics

Equity award size 531,807 shares Grant/award acquisition of common stock-equivalent units

Direct holdings after transaction 15,422,429 shares CEO direct common stock ownership following award

Main RSU tranche 451,807 RSUs Vest in three equal annual installments beginning March 16, 2027

Semiannual RSU tranche 20,000 RSUs Vest in four equal installments every six months from September 16, 2026

Single-date RSU tranche 60,000 RSUs Vest in full on March 16, 2027

Transaction price per share $0.0000 per share Equity grant reported with no cash purchase price

Key Terms

restricted stock units (RSUs), contingent right, vest in three equal annual installments, vest in four equal installments every six months, +1 more

5 terms

restricted stock units (RSUs) financial

"Represents an award of (i) 451,807 restricted stock units (RSUs), which vest in three equal annual installments"

Restricted stock units (RSUs) are a type of company promise to give employees shares of stock in the future, usually after certain conditions like working for a set time. They are like a gift promised today that you receive later, which can become valuable if the company's stock price goes up. RSUs matter because they are a way companies reward employees and can be a significant part of compensation.

contingent right financial

"Each RSU represents a contingent right to receive one share of Common Stock."

vest in three equal annual installments financial

"451,807 restricted stock units (RSUs), which vest in three equal annual installments beginning on March 16, 2027"

vest in four equal installments every six months financial

"20,000 RSUs, which vest in four equal installments every six months beginning on September 16, 2026"

do not expire financial

"Each RSU represents a contingent right to receive one share of Common Stock. The RSUs do not expire."

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED 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^*

George Matthew Spencer

(Last) (First) (Middle)

100 CAUSEWAY STREET

23RD FLOOR

(Street)

BOSTON MASSACHUSETTS 02114

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Merlin, Inc. [ MRLN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/20/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common stock	05/20/2026		A		531,807	A	(1)	15,422,429	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents an award of (i) 451,807 restricted stock units (RSUs), which vest in three equal annual installments beginning on March 16, 2027, (ii) 20,000 RSUs, which vest in four equal installments every six months beginning on September 16, 2026, and (iii) 60,000 RSUs, which vest in full on March 16, 2027. Each RSU represents a contingent right to receive one share of Common Stock. The RSUs do not expire.

Remarks:

	/s/ Leslie Renee Ravestein	05/22/2026
	** Signature of Reporting Person	Date
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)

FAQ

What insider transaction did Merlin (MRLN) report for its CEO?

Merlin reported that CEO George Matthew Spencer received a grant of 531,807 common stock-equivalent units. The filing classifies this as a grant or award acquisition, reflecting equity compensation rather than an open-market stock purchase or sale.

How many Merlin (MRLN) shares does the CEO hold after this Form 4 award?

After the reported equity award, CEO George Matthew Spencer holds 15,422,429 Merlin common shares directly. This total includes the impact of the 531,807-share grant disclosed, giving investors a view of his overall direct ownership position.

How do the new Merlin (MRLN) RSU awards for the CEO vest over time?

The CEO’s grant includes 451,807 RSUs vesting in three equal annual installments from March 16, 2027, 20,000 RSUs vesting in four six‑month installments from September 16, 2026, and 60,000 RSUs vesting fully on March 16, 2027, subject to standard vesting conditions.

What does each Merlin (MRLN) RSU in the CEO’s grant represent?

Each restricted stock unit represents a contingent right to receive one share of Merlin common stock. The RSUs convert into shares only as they vest, providing equity-based compensation that aligns with longer-term company performance and the CEO’s continued service.

Does the Merlin (MRLN) CEO’s RSU award have an expiration date?

The filing states that the RSUs do not expire. Instead of expiring, they vest according to the specified schedules and, upon vesting, entitle the CEO to receive one share of Merlin common stock for each vested unit, assuming applicable conditions are met.