BlackSky (NYSE: BKSY) CEO sells shares to cover RSU tax obligations

Rhea-AI Filing Summary

BlackSky Technology CEO Brian O'Toole reported a routine update to his equity holdings. The filing shows a sale of 15,512 shares of Class A Common Stock at $34.10 per share, but a footnote explains these shares were sold solely to cover statutory tax withholding tied to vesting Restricted Stock Units, not as a discretionary trade. After this tax-related sale, he directly holds 1,139,676 Class A shares.

The filing also restates and clarifies vesting schedules for prior RSU and option awards. O'Toole holds stock options granted under the BlackSky Technology Inc. 2021 Equity Incentive Plan, covering 210,834 underlying Class A shares at an exercise price of $9.23, scheduled to expire on March 10, 2035, with vesting beginning in 2026.

Insider Trade Summary

Net Seller: 15,512 shares ($528,959)

Net Sell 2 txns

Insider O'Toole Brian E

Role CEO and President

Sold 15,512 shs ($529K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	15,512	$34.10	$529K
holding	Options (Right To Buy)	--	--	--

Holdings After Transaction: Class A Common Stock — 1,139,676 shares (Direct, null); Options (Right To Buy) — 210,834 shares (Direct, null)

Footnotes (1)

1. Represents the number of shares sold to cover the statutory tax withholding obligations in connection with the vesting of Restricted Stock Units (RSUs) and does not represent a discretionary sale by the Reporting Person. The "Amount" and "Price" reported in this Column 4 reflect the aggregate number and weighted-average price, respectively, of shares sold. Certain of these securities are RSUs. Each RSU represents a contingent right to receive one share of Class A Common Stock, subject to the applicable vesting schedule and conditions of each RSU. The Form 4 filed on September 15, 2025 (the "Original Form 4") and the Form 4/A filed on October 17, 2025 (the "Original Form 4/A") erroneously reflected an incorrect vesting schedule. One third (1/3rd) of the RSUs are scheduled to vest on September 10, 2026, and thereafter, one twelfth (1/12th) of the total number of RSUs are scheduled to vest quarterly on the 10th day of the third month of each quarter (March 10, June 10, September 10, December 10), subject to the named executive officer continuing to be a service provider through the applicable vesting date. The Amount of Securities Beneficially Owned Following Reported Transactions represented on the Original Form 4 and the Original Form 4/A was correctly reported. This holding report is reflected solely to clarify the vesting schedule set forth in the Form 4 filed on March 12, 2025. Each Option represents a right to purchase the underlying securities of the Issuer reported in Table II. The options are granted pursuant to the BlackSky Technology Inc. 2021 Equity Incentive Plan. The number of options and exercise price for the options was calculated based on the closing price of a share of BlackSky Technology Inc.'s Class A Common Stock on the New York Stock Exchange on March 10, 2025. One third (1/3rd) of the award vests on March 10, 2026, and thereafter, one thirty-sixth (1/36th) of the award vests or is scheduled to vest monthly on the 10th day of each month, subject to the Reporting Person continuing to be a service provider through the applicable vesting date.

Key Figures

Tax-withholding sale: 15,512 shares Sale price: $34.10 per share Post-transaction holdings: 1,139,676 shares +3 more

6 metrics

Tax-withholding sale 15,512 shares Class A Common Stock sold to cover RSU taxes

Sale price $34.10 per share Weighted-average price for 15,512 shares sold

Post-transaction holdings 1,139,676 shares Class A Common Stock held directly after sale

Options underlying shares 210,834 shares Underlying Class A shares for outstanding options

Option exercise price $9.23 per share Exercise price for options expiring March 10, 2035

Option expiration March 10, 2035 Expiration date of option award

Key Terms

Restricted Stock Units (RSUs), statutory tax withholding obligations, vesting schedule, Equity Incentive Plan

4 terms

Restricted Stock Units (RSUs) financial

"in connection with the vesting of Restricted Stock Units (RSUs)"

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.

statutory tax withholding obligations financial

"shares sold to cover the statutory tax withholding obligations"

vesting schedule financial

"erroneously reflected an incorrect vesting schedule"

A vesting schedule is a timeline that determines when someone gains full ownership of certain benefits, such as company stock or retirement contributions. Think of it like earning the right to own a gift gradually over time, rather than receiving it all at once. It matters to investors because it affects when they can fully access or sell these benefits, influencing their financial planning and decision-making.

Equity Incentive Plan financial

"granted pursuant to the BlackSky Technology Inc. 2021 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.

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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^*

O'Toole Brian E

(Last) (First) (Middle)

C/O BLACKSKY TECHNOLOGY INC.,

2411 DULLES CORNER PARK, SUITE 300

(Street)

HERNDON VIRGINIA 20171

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
BlackSky Technology Inc. [ BKSY ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/10/2026

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	06/10/2026		S		15,512(1)	D	$34.1	1,139,676(2)(3)	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
Options (Right To Buy)	$9.23							(4)	03/10/2035	Class A Common Stock	210,834		210,834	D

Explanation of Responses:

1. Represents the number of shares sold to cover the statutory tax withholding obligations in connection with the vesting of Restricted Stock Units (RSUs) and does not represent a discretionary sale by the Reporting Person. The "Amount" and "Price" reported in this Column 4 reflect the aggregate number and weighted-average price, respectively, of shares sold.

2. Certain of these securities are RSUs. Each RSU represents a contingent right to receive one share of Class A Common Stock, subject to the applicable vesting schedule and conditions of each RSU.

3. The Form 4 filed on September 15, 2025 (the "Original Form 4") and the Form 4/A filed on October 17, 2025 (the "Original Form 4/A") erroneously reflected an incorrect vesting schedule. One third (1/3rd) of the RSUs are scheduled to vest on September 10, 2026, and thereafter, one twelfth (1/12th) of the total number of RSUs are scheduled to vest quarterly on the 10th day of the third month of each quarter (March 10, June 10, September 10, December 10), subject to the named executive officer continuing to be a service provider through the applicable vesting date. The Amount of Securities Beneficially Owned Following Reported Transactions represented on the Original Form 4 and the Original Form 4/A was correctly reported.

4. This holding report is reflected solely to clarify the vesting schedule set forth in the Form 4 filed on March 12, 2025. Each Option represents a right to purchase the underlying securities of the Issuer reported in Table II. The options are granted pursuant to the BlackSky Technology Inc. 2021 Equity Incentive Plan. The number of options and exercise price for the options was calculated based on the closing price of a share of BlackSky Technology Inc.'s Class A Common Stock on the New York Stock Exchange on March 10, 2025. One third (1/3rd) of the award vests on March 10, 2026, and thereafter, one thirty-sixth (1/36th) of the award vests or is scheduled to vest monthly on the 10th day of each month, subject to the Reporting Person continuing to be a service provider through the applicable vesting date.

Remarks:

	/s/ Christiana L. Lin, attorney-in-fact on behalf of Brian E. OToole	06/12/2026
	** 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 BlackSky (BKSY) report for CEO Brian O'Toole?

BlackSky reported CEO Brian O'Toole sold 15,512 Class A shares at $34.10 each. A footnote states the sale was solely to cover statutory tax withholding from RSU vesting, rather than a discretionary open-market trade, and he remains a large shareholder.

Was the BlackSky (BKSY) CEO share sale a routine tax withholding event?

Yes. The filing explains the 15,512 shares sold were used to satisfy statutory tax withholding obligations related to vesting Restricted Stock Units. It explicitly notes this does not represent a discretionary sale by the CEO, framing it as a mechanical tax event.

How many BlackSky (BKSY) shares does the CEO hold after the reported transaction?

After the tax-related sale, CEO Brian O'Toole directly holds 1,139,676 shares of BlackSky Class A Common Stock. This context shows the withholding sale affected only a fraction of his overall position, and he continues to maintain substantial equity exposure.

What stock options for BlackSky (BKSY) does the CEO currently hold?

The CEO holds options linked to 210,834 underlying Class A shares with a $9.23 exercise price expiring March 10, 2035. These options were granted under BlackSky’s 2021 Equity Incentive Plan and follow a vesting schedule beginning in March 2026, subject to continued service.

What clarification about RSU vesting did BlackSky (BKSY) provide in this Form 4?

The filing clarifies that one third of certain RSUs vest on September 10, 2026, with the remaining RSUs vesting quarterly in twelfths thereafter. It corrects earlier filings’ vesting schedules while confirming the amount of securities beneficially owned was previously reported correctly.