Beneficient director buys 4,717 shares at $1.06

Beneficient’s Chief Fiduciary Officer increased his direct Class A common stock holdings through a small open-market purchase.

Rhea-AI Filing Summary

Beneficient (BENF) director and Chief Fiduciary Officer Derek L. Fletcher purchased 4,717 shares of Class A common stock on September 15, 2026 at $1.06 per share in an open-market or private transaction. Following this purchase and including shares underlying equity awards, he directly holds 5,336 shares of Class A common stock. No Rule 10b5-1 trading plan is reported.

Insider Trade Summary

Net Buyer: 4,717 shares

Net Buy 1 txn

Insider Fletcher Derek L.

Role See Remarks

Bought 4,717 shs ($5K)

Type	Security	Shares	Price	Value
Purchase	Class A Common Stock F1, F2, F3, F4	4,717	$1.06	$5K

Holdings After Transaction: Class A Common Stock — 5,336 shares (Direct)

Footnotes (4)

1. F1. Includes 390 shares of Class A common stock, par value $0.001 per share (the "Class A common stock"), issuable upon the settlement of an award of 312 restricted equity units ("REUs") granted pursuant to The Beneficient Company Group, L.P. 2018 Equity Incentive Plan ("2018 Equity Incentive Plan") to Derek L. Fletcher (the "Reporting Person") on January 1, 2020. Such award of REUs to the Reporting Person vested 40% on the date of grant and in 20% installments on each of July 16, 2021, 2022 and 2023.
2. F2. Includes 26 shares of Class A common stock issuable upon settlement of an award of 21 REUs to the Reporting Person granted pursuant to the 2018 Equity Incentive Plan on April 1, 2022. Such award of REUs to the Reporting Person vested 40% on June 8, 2023 and in 20% installments on each of April 1, 2024, 2025 and 2026.
3. F3. Includes 113 shares of Class A common stock issuable upon the settlement of an award of 113 restricted stock units ("RSUs") granted pursuant to Beneficient 2023 Equity Incentive Plan ("2023 Equity Incentive Plan") to the Reporting Person on July 15, 2023. Such award of RSUs to the Reporting Person vested in 20% installments on each of September 1, 2023, 2024, 2025, 2026. The remaining 20% will vest on September 1, 2027.
4. F4. Includes 90 shares of Class A common stock issuable upon the settlement of an award of 90 RSUs granted pursuant to the 2023 Equity Incentive Plan to the Reporting Person on July 15, 2023. Such award of RSUs to the Reporting Person fully vested on September 1, 2023.

Key Figures

Shares purchased: 4,717 shares Purchase price per share: $1.06 per share Shares held after transaction: 5,336 shares +4 more

7 metrics

Shares purchased 4,717 shares Class A common stock purchase on September 15, 2026

Purchase price per share $1.06 per share Open-market or private transaction on September 15, 2026

Shares held after transaction 5,336 shares Direct holdings of Class A common stock following the reported purchase

Restricted equity units (2020 grant) 312 units Grant on January 1, 2020 under 2018 Equity Incentive Plan; vesting 40% at grant and 20% annually on July 16, 2021–2023

Restricted equity units (2022 grant) 21 units Grant on April 1, 2022 under 2018 Equity Incentive Plan; vesting 40% on June 8, 2023 and 20% annually on April 1, 2024–2026

Restricted stock units (2023 grant, staggered vesting) 113 units Grant on July 15, 2023 under 2023 Equity Incentive Plan; vesting 20% each September 1, 2023–2027

Restricted stock units (2023 grant, fully vested) 90 units Grant on July 15, 2023 under 2023 Equity Incentive Plan; fully vested on September 1, 2023

Key Terms

restricted equity units, restricted stock units, Equity Incentive Plan

3 terms

restricted equity units financial

"Includes 390 shares of Class A common stock issuable upon the settlement of an award of 312 restricted equity units"

restricted stock units financial

"Includes 113 shares of Class A common stock issuable upon the settlement of an award of 113 restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Equity Incentive Plan financial

"granted pursuant to The Beneficient Company Group, L.P. 2018 Equity Incentive Plan and the 2023 Equity Incentive Plan"

An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Beneficient (BENF) report for Derek L. Fletcher?

Beneficient reported that Derek L. Fletcher purchased 4,717 shares of Class A common stock on September 15, 2026 in an open-market or private transaction at $1.06 per share, increasing his direct holdings to 5,336 shares including shares underlying equity awards.

At what price did the Beneficient (BENF) insider buy shares?

Derek L. Fletcher bought Beneficient Class A common stock at $1.06 per share on September 15, 2026, according to the Form 4 disclosure describing the transaction as a purchase in an open-market or private transaction.

How many Beneficient (BENF) shares does Derek L. Fletcher hold after this transaction?

After the September 15, 2026 purchase, Derek L. Fletcher directly holds 5,336 shares of Beneficient Class A common stock. This total includes shares issuable upon settlement of his restricted equity units and restricted stock units as described in the footnotes.

Were Derek L. Fletcher’s Beneficient (BENF) trades under a Rule 10b5-1 plan?

No. The Form 4 indicates the Rule 10b5-1 checkbox is not selected, and no footnote states that the September 15, 2026 purchase was made pursuant to a Rule 10b5-1 trading plan.

What equity awards are included in Derek L. Fletcher’s Beneficient (BENF) holdings?

His reported holdings include Class A common shares issuable from awards of 312 restricted equity units granted January 1, 2020, 21 restricted equity units granted April 1, 2022, and RSU awards of 113 and 90 restricted stock units granted July 15, 2023 under Beneficient’s equity incentive plans.

What roles does Derek L. Fletcher hold at Beneficient (BENF)?

Derek L. Fletcher is identified as a director and an officer of Beneficient, with the officer title described in the remarks as Chief Fiduciary Officer, according to the Form 4 reporting his September 15, 2026 stock purchase.

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

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Available on EDGAR 09/17/2026 - 04:16 PM Accepted by SEC EDGAR 09/17/2026 - 04:15 PM Learn about SEC filing dates

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^*

Fletcher Derek L.

(Last) (First) (Middle)

325 N. SAINT PAUL STREET,

SUITE 4850

(Street)

DALLAS TEXAS 75201

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Beneficient [ BENF ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	See Remarks

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2026

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
Class A Common Stock	09/15/2026		P		4,717	A	$1.06	5,336(1)(2)(3)(4)	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. Includes 390 shares of Class A common stock, par value $0.001 per share (the "Class A common stock"), issuable upon the settlement of an award of 312 restricted equity units ("REUs") granted pursuant to The Beneficient Company Group, L.P. 2018 Equity Incentive Plan ("2018 Equity Incentive Plan") to Derek L. Fletcher (the "Reporting Person") on January 1, 2020. Such award of REUs to the Reporting Person vested 40% on the date of grant and in 20% installments on each of July 16, 2021, 2022 and 2023.

2. Includes 26 shares of Class A common stock issuable upon settlement of an award of 21 REUs to the Reporting Person granted pursuant to the 2018 Equity Incentive Plan on April 1, 2022. Such award of REUs to the Reporting Person vested 40% on June 8, 2023 and in 20% installments on each of April 1, 2024, 2025 and 2026.

3. Includes 113 shares of Class A common stock issuable upon the settlement of an award of 113 restricted stock units ("RSUs") granted pursuant to Beneficient 2023 Equity Incentive Plan ("2023 Equity Incentive Plan") to the Reporting Person on July 15, 2023. Such award of RSUs to the Reporting Person vested in 20% installments on each of September 1, 2023, 2024, 2025, 2026. The remaining 20% will vest on September 1, 2027.

4. Includes 90 shares of Class A common stock issuable upon the settlement of an award of 90 RSUs granted pursuant to the 2023 Equity Incentive Plan to the Reporting Person on July 15, 2023. Such award of RSUs to the Reporting Person fully vested on September 1, 2023.

Remarks:

Chief Fiduciary Officer

	By: /s/ David B. Rost, Attorney-in-fact for Derek L. Fletcher	09/17/2026
	** 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)