Smartbird director granted 125,000 RSUs

Hughes Lily Yan reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Hughes Lily Yan reported acquisition or exercise transactions in this Form 4 filing.

Smartbird, Inc. director Lily Yan Hughes received a grant of 125,000 restricted stock units (RSUs) tied to the company’s Class A Common Stock. The RSUs were awarded at no cash cost and each RSU represents a right to one share upon settlement.

According to the vesting schedule, 1/12 of the RSUs vests on the three‑month anniversary of the Vesting Commencement Date, with an additional 1/12 vesting quarterly thereafter, as long as she maintains Continuous Service under the 2021 Plan. Following this grant, she directly holds 147,222 shares of Class A Common Stock.

Insider Trade Summary

Grant/Award: 125,000 shares

Grant/Award 1 txn

Insider Hughes Lily Yan

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	125,000	$0.00	$0.00

Holdings After Transaction: Class A Common Stock — 147,222 shares (Direct)

Footnotes (1)

1. F1. Each share is represented by a restricted stock unit ("RSU"). Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement. 1/12 of the RSUs shall vest on the three-month anniversary of the Vesting Commencement Date, and 1/12 of the RSUs shall vest quarterly thereafter, in each case subject to the Reporting Person's Continuous Service (as defined in the 2021 Plan) through the applicable vesting date.

Key Figures

RSU grant size: 125,000 RSUs Transaction price per share: $0.0000 per share Shares held after transaction: 147,222 shares +2 more

5 metrics

RSU grant size 125,000 RSUs Restricted stock unit award to director on 2026-06-18

Transaction price per share $0.0000 per share RSUs granted at no cash cost

Shares held after transaction 147,222 shares Class A Common Stock directly held post-award

Initial vesting portion 1/12 of RSUs Vests on three-month anniversary of Vesting Commencement Date

Ongoing vesting rate 1/12 quarterly Additional RSUs vest each quarter subject to Continuous Service

Key Terms

restricted stock unit ("RSU"), Vesting Commencement Date, Continuous Service, 2021 Plan

4 terms

restricted stock unit ("RSU") financial

"Each share is represented by a restricted stock unit ("RSU")."

Vesting Commencement Date financial

"1/12 of the RSUs shall vest on the three-month anniversary of the Vesting Commencement Date"

The vesting commencement date is the starting point when an employee begins earning ownership rights to their promised benefits, such as stock options or retirement contributions. Think of it like the day a savings account is opened—only after this date do the benefits start to grow and become fully available over time. It matters to investors because it marks when the clock begins ticking toward full ownership, affecting the timing and value of these benefits.

Continuous Service financial

"subject to the Reporting Person's Continuous Service (as defined in the 2021 Plan)"

2021 Plan financial

"Continuous Service (as defined in the 2021 Plan) through the applicable vesting date."

FAQ

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

What insider transaction did Smartbird (BIRD) report for Lily Yan Hughes?

Smartbird reported that director Lily Yan Hughes received a grant of 125,000 RSUs tied to Class A Common Stock at no cash cost, increasing her direct holdings to 147,222 shares after the award.

How many RSUs did Smartbird (BIRD) grant to director Lily Yan Hughes?

Smartbird granted 125,000 RSUs to director Lily Yan Hughes. Each RSU represents a contingent right to receive one share of Class A Common Stock upon settlement, subject to the vesting schedule and continued service conditions.

What is the vesting schedule for Lily Yan Hughes’s Smartbird (BIRD) RSU grant?

For this RSU grant, 1/12 vests on the three-month anniversary of the Vesting Commencement Date, and 1/12 vests quarterly thereafter. Vesting requires Lily Yan Hughes to maintain Continuous Service as defined in Smartbird’s 2021 equity incentive plan.

What does each RSU granted by Smartbird (BIRD) to Lily Yan Hughes represent?

Each RSU represents a contingent right to receive one share of Smartbird’s Class A Common Stock upon settlement. The shares are only delivered as the RSUs vest over time and service-based conditions continue to be satisfied.

How many Smartbird (BIRD) shares does Lily Yan Hughes hold after this RSU grant?

After the RSU award, Lily Yan Hughes directly holds 147,222 shares of Smartbird’s Class A Common Stock. This total reflects her position immediately following the 125,000 RSU grant disclosed in the insider transaction report.

Did Lily Yan Hughes pay cash for the Smartbird (BIRD) RSU grant?

No cash was paid for this RSU grant. The transaction price per share is reported as 0.0000, indicating the RSUs were awarded as equity compensation rather than purchased in an open-market or cash-funded transaction.

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

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Accepted by SEC EDGAR 06/23/2026 - 04:41 PM EDT 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^*

Hughes Lily Yan

(Last) (First) (Middle)

C/O SMARTBIRD, INC 530 WASHINGTON STREET

(Street)

SAN FRANCISCO CALIFORNIA 94111

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Smartbird, Inc. [ BIRD ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/18/2026

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	06/18/2026		A		125,000(1)	A	$0	147,222	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. Each share is represented by a restricted stock unit ("RSU"). Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement. 1/12 of the RSUs shall vest on the three-month anniversary of the Vesting Commencement Date, and 1/12 of the RSUs shall vest quarterly thereafter, in each case subject to the Reporting Person's Continuous Service (as defined in the 2021 Plan) through the applicable vesting date.

Remarks:

	/s/ Lily Y Hughes by Ann Mitchell, Attorney-in-Fact	06/23/2026
	** 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)