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[Form 4] Blend Labs, Inc. Insider Trading Activity

Filing Impact
(High)
Filing Sentiment
(Negative)
Form Type
4
Rhea-AI Filing Summary

Blend Labs insider Nima Ghamsari received restricted stock units (RSUs) totaling 500,000 Class A shares on 08/20/2025, comprised of 375,000 and 125,000 awards. Each RSU converts to one share of BLND Class A common stock. The filing shows withholding of 196,751 shares to cover taxes on vesting at a price noted of $3.01 per share, leaving the reporting person with 6,057,300 shares after the transactions. The larger 375,000 RSU grant vests quarterly over four years; the 125,000 RSU grant vests quarterly over two years, both conditioned on continued service. The form was signed by an attorney-in-fact on behalf of the reporting person.

Positive
  • Received 500,000 RSUs that align executive incentives with shareholder interests via time-based vesting
  • Vesting schedules (four-year and two-year quarterly vesting) indicate retention-focused compensation
  • Tax withholding documented (196,751 shares) showing settlement mechanics rather than undisclosed disposition
Negative
  • Potential future dilution as 500,000 RSUs convert to Class A shares upon vesting
  • Significant beneficial ownership concentration with 6,057,300 shares reported, which may affect governance dynamics

Insights

TL;DR: Insider received 500,000 RSUs with staged vesting and tax-withholding, increasing reported beneficial ownership to roughly 6.06 million shares.

The transactions are routine compensation-related equity awards rather than open-market purchases or sales. The RSUs convert one-for-one to Class A shares and include standard service-based vesting: 375,000 over four years and 125,000 over two years. Withholding of 196,751 shares to satisfy tax obligations is recorded at a reported per-share price of $3.01. For investors this is a standard executive compensation event that dilutes outstanding shares when vested and settled but does not represent an immediate cash sale by the insider.

TL;DR: Grants reflect typical retention incentives; vesting schedules align interests with long-term service.

The structure—time-based RSUs with multi-year quarterly vesting—is consistent with retention and alignment practices. The presence of share withholding for taxes is customary and confirms settlement rather than cancellation of awards. The filing identifies the reporting person as both officer (Head of Blend) and director, which supports use of equity compensation to retain senior management. No sales or open-market dispositions by the insider are reported.

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*
Ghamsari Nima

(Last) (First) (Middle)
7250 REDWOOD BLVD., SUITE 300

(Street)
NOVATO CA 94945

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Blend Labs, Inc. [ BLND ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
HEAD OF BLEND
3. Date of Earliest Transaction (Month/Day/Year)
08/20/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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 08/20/2025 M 375,000 A (1) 6,129,051 D
Class A Common Stock 08/20/2025 M 125,000 A (1) 6,254,051 D
Class A Common Stock 08/20/2025 F(2) 196,751 D $3.01 6,057,300 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
Restricted Stock Units (1) 08/20/2025 M 375,000 (3) (3) Class A Common Stock 375,000 $0 3,000,000 D
Restricted Stock Units (1) 08/20/2025 M 125,000 (4) (4) Class A Common Stock 125,000 $0 750,000 D
Explanation of Responses:
1. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of BLND Class A Common Stock.
2. Shares were withheld to cover tax obligations in connection with the vesting of RSUs.
3. The RSUs will vest in equal quarterly increments over a four year period, subject to the Reporting Person continuing to be a Service Provider through each such date.
4. The RSUs will vest in equal quarterly increments over a two year period, subject to the Reporting Person continuing to be a Service Provider through each such date.
/s/ Winnie Ling, Attorney-in-fact 08/22/2025
** 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.

FAQ

What did BLND insider Nima Ghamsari receive on 08/20/2025?

The filing shows 500,000 RSUs granted (375,000 and 125,000) that convert one-for-one into BLND Class A common stock.

How will the 500,000 RSUs vest?

The 375,000 RSUs vest quarterly over four years and the 125,000 RSUs vest quarterly over two years, both contingent on continued service.

Were any shares withheld for taxes on the RSU vesting?

Yes. The filing reports 196,751 shares withheld to cover tax obligations at a reported price of $3.01 per share.

What is Ghamsari's reported beneficial ownership after these transactions?

The filing reports 6,057,300 Class A shares beneficially owned following the reported transactions.

Does this Form 4 show insider sales of stock?

No. The Form 4 records RSU grants and tax-withholding, not open-market sales by the reporting person.
Blend Labs Inc

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Software - Application
Services-computer Programming, Data Processing, Etc.
Link
United States
NOVATO