[SCHEDULE 13D/A] Bridge Investment Group Holdings Inc. SEC Filing

Rhea-AI Filing Summary

Amendment No. 7 to Schedule 13D reports that on September 2, 2025 Bridge Investment Group Holdings Inc. completed the previously announced merger transaction with Apollo Global Management, Inc., after which Bridge became a wholly owned subsidiary of Apollo.

At the effective time each outstanding share of Bridge Class A common stock was cancelled and converted into the right to receive 0.07081 shares of Apollo common stock (cash in lieu for fractional shares). Class B shares converted at a ratio of 0.00006. Outstanding RSUs, restricted stock awards and OpCo unit awards were converted into comparable Apollo awards or cash as described. The reporting persons sold certain Class A shares in July 2025 for sell-to-cover purposes (weighted average prices approximately $10.60, $10.46 and $10.65 on July 21, 22 and 23, 2025, respectively) and, as of the closing date, ceased to beneficially own any Class A shares.

Positive

• Merger consummated on September 2, 2025, completing the previously announced Agreement and Plan of Merger
• Clear exchange ratios provided: 0.07081 Apollo shares per Bridge Class A share and 0.00006 for Class B
• Equity award conversions (RSUs, restricted stock, OpCo awards) converted into comparable Apollo awards or cash, preserving compensation value mechanics
• Reporting persons disclosed sell-to-cover trades in July 2025 with weighted average prices provided, increasing transparency

Negative

• Reporting persons ceased to beneficially own any Class A Common Stock as of the closing date, eliminating insider public ownership in Bridge
• Filing lacks Apollo post-closing ownership percentages or pro forma share counts for investors seeking immediate dilution/ownership context

Insights

M&A Specialist

TL;DR The merger closed as structured, converting Bridge equity and awards into Apollo stock and cash, completing the acquisition.

The filing confirms full consummation of the Merger Agreement on September 2, 2025 with clear exchange mechanics: a 0.07081 share exchange ratio for Class A and conversion protocols for RSUs, restricted stock and OpCo units. The structured treatment of fractional shares and the conversion of award instruments preserves post-closing equity alignment under Apollo equity, which reduces post-close integration complexity for equity compensation administration. The public disclosure of sell-to-cover transactions provides transparency on pre-close tax-related share sales by insiders. Overall, the document documents a clean legal and corporate close consistent with typical strategic acquisitions.

Securities Analyst

TL;DR The filing documents the technical closing steps and shows reporting persons no longer hold Class A shares after conversion.

From a securities perspective the material items are the conversion ratios, treatment of vested and unvested awards and the insider sell-to-cover activity in July 2025. The conversion ratios and cash-in-lieu mechanics determine post-close share counts and potential floating interest from fractional share payments. The filing does not include pro forma ownership percentages of Apollo post-closing or additional financial terms beyond the exchange ratios, so market-impact assessment requires Apollo disclosures. The cessation of beneficial ownership by the reporting persons is notable for signaling the end of Bridge public shareholder dynamics.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 7)

Bridge Investment Group Holdings Inc.

(Name of Issuer)

Class A Common Stock

(Title of Class of Securities)

10806B100

(CUSIP Number)

Robert R. Morse
111 E. Sego Lily Drive, Suite 400
Salt Lake City, UT, 84070
801-716-4500

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

09/02/2025

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 10806B100

1

Name of reporting person

Robert Randolph Morse

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

CUSIP No. 10806B100

1

Name of reporting person

FLM Holdings, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP No. 10806B100

1

Name of reporting person

Jonathan Slager

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

CUSIP No. 10806B100

1

Name of reporting person

SF Intentional Irrevocable Trust Dated December 30, 2019

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP No. 10806B100

1

Name of reporting person

J.P. Slager, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP No. 10806B100

1

Name of reporting person

Adam O'Farrell

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

CUSIP No. 10806B100

1

Name of reporting person

Adam B. O'Farrell and Tracy K. O'Farrell Trust dtd May 9, 2019

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP No. 10806B100

1

Name of reporting person

Dean Allara

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Class A Common Stock
(b)	Name of Issuer: Bridge Investment Group Holdings Inc.
(c)	Address of Issuer's Principal Executive Offices: 111 E. Sego Lily Drive, Suite 400, Salt Lake City, UTAH , 84070.
Item 1 Comment: This Amendment No. 7 to Schedule 13D ("Amendment No. 7") amends and supplements the Schedule 13D filed with the United States Securities and Exchange Commission on July 30, 2021, as amended by Amendment No. 1 to Schedule 13D filed on January 7, 2022, Amendment No. 2 to Schedule 13D filed on January 10, 2023, Amendment No. 3 to Schedule 13D filed on July 5, 2023, Amendment No. 4 to Schedule 13D filed on January 5, 2024, Amendment No. 5 to Schedule 13D filed on January 3, 2025 and Amendment No. 6 to Schedule 13D filed on February 25, 2025 (as amended, the "Schedule 13D") relating to the Class A Common Stock, par value $0.01 per share (the "Class A Common Stock"), of Bridge Investment Group Holdings Inc., a Delaware corporation (the "Issuer"). Capitalized terms used herein without definition shall have the meaning set forth in the Schedule 13D.
Item 4.	Purpose of Transaction
	Consummation of the Mergers On September 2, 2025, the Issuer, Apollo Global Management, Inc., a Delaware corporation ("Parent"), Bridge Investment Group Holdings LLC, a Delaware limited liability company and subsidiary of the Issuer ("OpCo"), Aspen PubCo Merger Sub 1, Inc., a Delaware corporation and a wholly owned, direct subsidiary of Parent ("Merger Sub Inc.") and Aspen Second Merger Sub, LLC, a Delaware limited liability company and wholly owned subsidiary of Parent ("Merger Sub LLC" and, together with Merger Sub Inc., the "Merger Subs"), completed the previously announced transactions contemplated by the Agreement and Plan of Merger, dated February 23, 2025 (the "Merger Agreement"), by and among the Issuer, Parent, OpCo, the Merger Subs, and, solely for purposes of Section 6.16 thereof, Adam O'Farrell as the OpCo Representative. Upon the consummation of the transactions contemplated by the Merger Agreement (the "Closing"), Merger Sub Inc. merged with and into the Issuer (the "Corporate Merger"), with the Issuer surviving such merger as the surviving corporation and a wholly owned subsidiary of Parent (the "Surviving Corporation") and Merger Sub LLC merged with and into OpCo with OpCo surviving such merger as the surviving limited liability company and a wholly owned subsidiary of Parent (the "LLC Merger" and, together with the Corporate Merger, the "Mergers"). Each capitalized term used herein but not otherwise defined has the meaning given to it in the Merger Agreement. The Corporate Merger became effective at the time the Certificate of Merger was filed with the Delaware Secretary of State on September 2, 2025 (the "Effective Time") and the LLC Merger became effective at the time the OpCo Certificate of Merger was filed with the Delaware Secretary of State on September 2, 2025 (the "LLC Merger Effective Time"). On the terms and subject to the conditions set forth in the Merger Agreement, at the Effective Time, (i) each share of Class A Common Stock issued and outstanding immediately prior to the Effective Time (but excluding any shares of Common Stock (as defined below) that were owned directly by Parent, Merger Sub Inc. or any of their subsidiaries immediately prior to the Effective Time or held in treasury of the Issuer) was cancelled and extinguished and automatically converted into the right to receive from Parent a number of validly issued, fully paid and nonassessable shares of Parent common stock equal to 0.07081 (the "Class A Exchange Ratio") and cash in lieu of fractional shares of Parent common stock, if any, in each case, in accordance with the procedures set forth in the Merger Agreement and without interest (the "Class A Corporate Merger Consideration"), payable to the holder thereof, without interest, in accordance with the terms of the Merger Agreement, (ii) each share of Class B common stock, $0.01 par value per share, of the Issuer (the "Class B Common Stock," and together with the Class A Common Stock, the "Common Stock") issued and outstanding immediately prior to the Effective Time was, by virtue of the Corporate Merger, and without any action on the part of the holder thereof (but excluding any shares of Common Stock that were owned directly by Parent, Merger Sub Inc. or any of their subsidiaries immediately prior to the Effective Time or held in treasury of the Issuer), cancelled and extinguished and automatically converted into the right to receive from Parent a number of validly issued, fully paid and nonassessable shares of Parent common stock equal to 0.00006 (subject to such adjustments as may be required to ensure that the value of the Class B Corporate Merger Consideration received at the Effective Time in respect of one share of Class B Common Stock does not exceed $0.01, the "Class B Exchange Ratio"), and cash in lieu of fractional shares of Parent common stock, if any, in each case, in accordance with the procedures set forth in the Merger Agreement and without interest (the "Class B Corporate Merger Consideration," and together with the Class A Corporate Merger Consideration, the "Corporate Merger Consideration"), payable to the holder thereof, without interest, in accordance with the terms of the Merger Agreement, and (iii) each issued and outstanding share of common stock, par value $0.01 per share, of Merger Sub Inc. issued and outstanding immediately prior to the Effective Time was converted into and became one fully paid and non-assessable share of common stock, par value $0.01 per share, of the Surviving Corporation. On the terms and subject to the conditions set forth in the Merger Agreement, at the LLC Merger Effective Time, (i) each OpCo Class A Common Unit issued and outstanding immediately prior to the LLC Merger Effective Time (but excluding any OpCo Units that were owned directly by Parent, Merger Sub LLC or any of their subsidiaries, OpCo Units that were held in treasury of OpCo immediately prior to the LLC Merger Effective Time, OpCo Class A Common Units that were owned directly by the Issuer and OpCo Class A Common Units that were exchanged into shares of Class A Common Stock as permitted by the Merger Agreement and the operating agreement of OpCo) was cancelled and extinguished and automatically converted into the right to receive from Parent that number of validly issued, fully paid and nonassessable shares of Parent common stock equal to the Class A Exchange Ratio and cash in lieu of fractional shares of Parent common stock, if any, in each case, in accordance with the procedures set forth in the Merger Agreement and without interest (such shares, the "LLC Merger Consideration"), without interest, in accordance with the terms of the Merger Agreement, (ii) each OpCo Class B Common Unit issued and outstanding immediately prior to the LLC Merger Effective Time was, by virtue of the LLC Merger, and without any action on the part of the holder thereof, cancelled and retired without any conversion thereof and ceased to exist and no payment was made in respect thereof and (iii) each OpCo Class A Common Unit owned directly by the Issuer was unaffected by the LLC Merger and remains outstanding as a Class A Common Unit of the Surviving LLC held by the Issuer. On the terms and subject to the conditions set forth in the Merger Agreement, effective as of immediately prior to the Effective Time, automatically and without any action on the part of the holders thereof or the Issuer or its subsidiaries, (i) each Issuer RSU Award that was 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 ("Parent RSU Award") (rounded down to the nearest whole share of Parent common stock), subject to the same terms and conditions as were applicable to such Issuer RSU Award immediately prior to the Effective Time, equal to (x) the Class A Exchange Ratio multiplied by (y) the number of shares of Class A Common Stock subject to such Issuer RSU Award immediately prior to the Effective Time, and (ii) each Issuer Restricted Stock Award (or portion thereof) that was outstanding and unvested as of immediately prior to the Effective Time was converted into an award of restricted shares of Parent common stock ("Parent Restricted Stock Award") (rounded down to the nearest whole share of Parent common stock), subject to the same terms and conditions as were applicable to such Issuer Restricted Stock Award immediately prior to the Effective Time, equal to (x) the Class A Exchange Ratio multiplied by (y) the number of shares of Class A Common Stock subject to such Issuer Restricted Stock Award immediately prior to the Effective Time, and cash in lieu of fractional shares of Parent common stock, if any, in each case, in accordance with the procedures set forth in the Merger Agreement and without interest; provided, that, outstanding and unvested Issuer Restricted Stock Awards that were held by non-employee directors of the Issuer became fully vested as of immediately prior to the Effective Time and were converted into the right to receive the Corporate Merger Consideration as provided in the Merger Agreement. On the terms and subject to the conditions set forth in the Merger Agreement, effective as of immediately prior to the LLC Merger Effective Time, automatically and without any action on the part of the holder thereof or the Issuer or its subsidiaries, each award of OpCo Class A Common Units ("OpCo Class A Award") that was outstanding and unvested as of immediately prior to the LLC Merger Effective Time was converted into an award of restricted shares of Parent common stock ("Parent OpCo Stock Award") (rounded down to the nearest whole share of Parent common stock), subject to the same terms and conditions as were applicable to such unvested OpCo Class A Award immediately prior to the LLC Merger Effective Time, equal to (i) the Class A Exchange Ratio multiplied by (ii) the number of shares of OpCo Class A Common Units subject to such OpCo Class A Award immediately prior to the LLC Merger Effective Time, and cash in lieu of fractional shares of Parent common stock, if any, in each case, in accordance with the procedures set forth in the Merger Agreement and without interest (the "OpCo Unit Consideration" and together with the LLC Merger Consideration and the Corporate Merger Consideration, the "Consideration"). In connection with the consummation of the Mergers, each share of Class A Common Stock, share of Class B Common Stock, Issuer RSU Award, Issuer Restricted Stock Award, OpCo Class A Common Unit and OpCo Class A Award beneficially owned by the Reporting Persons was cancelled and extinguished and automatically converted into the right to receive the respective Consideration.
Item 5.	Interest in Securities of the Issuer
(a)	Items 11 and 13 of the cover pages of this Schedule 13D are incorporated herein by reference.
(b)	Items 7-10 of the cover pages of this Schedule 13D are incorporated herein by reference.
(c)	During the past 60 days, the Reporting Persons effected the following open-market sell-to-cover transactions of Class A Common Stock. The Reporting Persons undertake to provide, upon request by the staff of the SEC, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price for each transaction. On July 21, 2025, Messrs. Morse, Slager, O'Farrell and Allara sold 25,701, 8,855, 3,535 and 6,245 shares, respectively, at prices ranging from $10.46 to $10.69, with a weighted average price per share of $10.60. On July 22, 2025, Messrs. Morse, Slager, O'Farrell and Allara sold 25,859, 8,910, 3,557 and 6,285 shares, respectively, at prices ranging from $10.33 to $10.56, with a weighted average price per share of $10.46. On July 23, 2025, Messrs. Morse, Slager, O'Farrell and Allara sold 27,749, 9,562, 3,817 and 6,743 shares, respectively, at prices ranging from $10.55 to $10.71, with a weighted average price per share of $10.65.
(d)	None.
(e)	As of the Closing Date, the Reporting Persons ceased to beneficially own any shares of Class A Common Stock.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Robert Randolph Morse

Signature:	/s/ Robert Randolph Morse
Name/Title:	Robert Randolph Morse
Date:	09/02/2025

FLM Holdings, LLC

Signature:	/s/ Robert Randolph Morse
Name/Title:	Robert Randolph Morse, Manager
Date:	09/02/2025

Jonathan Slager

Signature:	/s/ Jonathan Slager
Name/Title:	Jonathan Slager
Date:	09/02/2025

SF Intentional Irrevocable Trust Dated December 30, 2019

Signature:	/s/ Jonathan Slager
Name/Title:	Jonathan Slager, Trustee
Date:	09/02/2025

J.P. Slager, LLC

Signature:	/s/ Jonathan Slager
Name/Title:	Jonathan Slager, Manager
Date:	09/02/2025

Adam O'Farrell

Signature:	/s/ Adam O'Farrell
Name/Title:	Adam O'Farrell
Date:	09/02/2025

Adam B. O'Farrell and Tracy K. O'Farrell Trust dtd May 9, 2019

Signature:	/s/ Adam O'Farrell
Name/Title:	Adam O'Farrell, Trustee
Date:	09/02/2025

Dean Allara

Signature:	/s/ Dean Allara
Name/Title:	Dean Allara
Date:	09/02/2025

FAQ

What did Bridge Investment Group shareholders receive in the merger (BRDG)?

Each outstanding Bridge Class A share was cancelled and converted into the right to receive 0.07081 shares of Apollo common stock, with cash in lieu for fractional shares.

What happened to Bridge Class B shares in the transaction?

Each Class B share was cancelled and converted into the right to receive 0.00006 shares of Apollo common stock (subject to adjustments to ensure value does not exceed $0.01), plus cash in lieu for fractions.

How were unvested RSUs and restricted awards treated in the merger?

Outstanding unvested Issuer RSU and restricted stock awards were converted into restricted awards of Apollo common stock (rounded down to whole shares) on the same terms and conditions, with cash for fractional shares.

Did the reporting persons sell Bridge shares before the closing?

Yes. Messrs. Morse, Slager, O'Farrell and Allara sold shares on July 21–23, 2025 for sell-to-cover purposes with weighted average prices of approximately $10.60, $10.46 and $10.65 on those dates.

Do the reporting persons still own Bridge Class A shares after the closing?

No. As of the closing date, the reporting persons ceased to beneficially own any Class A Common Stock.