Bridge (BRDG) Insider Filing Shows RSU Award; Securities Converted in Merger
Rhea-AI Filing Summary
Adam O'Farrell, Chief Operating Officer and a director of Bridge Investment Group Holdings Inc. (BRDG), reported transactions on 09/02/2025. He was awarded 38,948 restricted stock units that vest in four substantially equal annual installments beginning on September 2, 2026; each unit converts to one share of Class A common stock upon vesting. The filing shows large dispositions tied to the February 23, 2025 Merger Agreement that made the issuer a subsidiary of Apollo Global Management, Inc.; multiple classes of issuer securities and units were cancelled or converted into Parent common stock at a conversion factor of 0.07081 per share. Following reported transactions, certain previously held Class A and Class B positions and units show 0 shares beneficially owned.
Positive
- 38,948 restricted stock units awarded that vest in four substantially equal annual installments beginning 09/02/2026
- Clear disclosure of Merger conversion mechanics including the 0.07081 conversion factor to Parent common stock
Negative
- Dispositions resulting in reported beneficial ownership of 0 for several classes of Bridge securities and units following the Effective Time
Insights
TL;DR: Transactions reflect consummation of the announced merger and conversion mechanics, not open-market insider selling.
The Form 4 documents the mechanical conversion and cancellation of Bridge-issued securities at the Effective Time under the Merger Agreement with Apollo Global Management, Inc., and the conversion ratio of 0.07081 is explicitly applied to Class A, Class B and unit holdings. The award of 38,948 restricted stock units remains outstanding and will vest annually beginning 09/02/2026. This filing is procedural following the Mergers rather than discretionary sales by the reporting person.
TL;DR: Insider retains a time‑based equity award; previously held issuer shares/units were converted per merger terms.
The reporting person is both an officer and director, and the filing clarifies post‑Merger ownership: several classes of Bridge securities were cancelled or converted into Parent stock, leaving reported Bridge share counts at zero while leaving a new restricted stock unit award of 38,948 that vests over four years. The form is compliant with Section 16 reporting of changes resulting from corporate transactions.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Class A Units | 1,465,749 | $0.00 | $0.00 |
| Disposition | Class A Units | 1,460,950 | $0.00 | $0.00 |
| Grant/Award | Class A Common Stock | 38,948 | $0.00 | $0.00 |
| Disposition | Class A Common Stock | 566,077 | $0.00 | $0.00 |
| Disposition | Class B Common Stock | 827,095 | $0.00 | $0.00 |
| Disposition | Class B Common Stock | 1,460,950 | $0.00 | $0.00 |
Footnotes (4)
- F1. Represents an award of restricted stock units that vest in four substantially equal annual installments beginning on September 2, 2026. Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock.
- F2. Pursuant to that certain Agreement and Plan of Merger (the "Merger Agreement"), dated February 23, 2025, the Issuer and Bridge Investment Group Holdings LLC became wholly owned subsidiaries (the "Mergers") of Apollo Global Management, Inc. ("Parent"). At the effective time of the Mergers (the "Effective Time"), among other transactions, (i) each share of Class A Common Stock issued and outstanding immediately prior to the Effective Time, excluding certain Class A Common Stock as described in the Merger Agreement, was cancelled and extinguished and automatically converted into the right to receive shares of Parent common stock equal to 0.07081 per share, (cont. in FN 3)
- F3. (cont. from FN 2) (ii) each share of Class B Common Stock issued and outstanding immediately prior to the Effective Time, excluding certain Class B Common Stock as described in the Merger Agreement, was cancelled and extinguished and automatically converted into the right to receive shares of Parent common stock equal to 0.00006 per share, (iii) each restricted stock award of the Issuer outstanding and unvested as of immediately prior to the Effective Time was converted into an award of restricted shares of Parent common stock equal to 0.07081 per share, subject to the same terms and conditions as were applicable to such restricted stock award of the Issuer immediately prior to the Effective Time, (cont. in FN 4)
- F4. (cont. from FN 3) (iv) each restricted stock unit of the Issuer outstanding and unvested as of immediately prior to the Effective Time was converted into a number of restricted stock units of Parent with respect to shares of Parent common stock equal to 0.07081 per share, subject to the same terms and conditions as were applicable to such restricted stock unit of the Issuer immediately prior to the Effective Time and (v) each Class A Unit issued and outstanding immediately prior to the Effective Time, excluding certain Class A Units as described in the Merger Agreement, was cancelled and extinguished and automatically converted into the right to receive shares of Parent common stock equal to 0.07081 per share, subject to the same terms and conditions as were applicable to such Class A Unit immediately prior to the Effective Time.
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