[144] ProCap Financial, Inc. SEC Filing

Rhea-AI Filing Summary

BRR submitted a Form 144 notice relating to proposed sales of Common Stock through Morgan Stanley & Co. LLC on Nasdaq. The filing lists multiple sale dates tied to RSU grants and open market purchases by Jeffrey Park, each listing 164,180 shares on the referenced grant dates.

The excerpt shows grant or transaction dates of 12/19/2025, 03/23/2026, and 05/03/2026, and a date of 05/20/2026 in the header. The filing names the broker Morgan Stanley & Co. LLC and identifies Nasdaq as the market.

Insights

Securities Compliance Analyst

Form 144 lists proposed resale of Common Stock tied to RSU grants and open-market purchases by an individual.

The excerpt identifies 164,180 shares associated with three grant/transaction dates and names Morgan Stanley & Co. LLC as the broker-dealer. Form 144 is a notice of proposed sale under resale rules; it does not itself execute sales.

Cash‑flow treatment and whether sales will occur are not stated in the excerpt; subsequent trade reports or broker confirmations would show execution details and proceeds.

Key Figures

Shares listed: 164,180 shares Grant/transaction date: 12/19/2025 Grant/transaction date: 03/23/2026 +2 more

5 metrics

Shares listed 164,180 shares Associated with RSU grants and open purchases (dates shown)

Grant/transaction date 12/19/2025 One listed RSU grant/open purchase date

Grant/transaction date 03/23/2026 One listed RSU grant/open purchase date

Grant/transaction date 05/03/2026 One listed RSU grant/open purchase date

Header date 05/20/2026 Date appearing in the filing header

Key Terms

Form 144, RSU grants, open market purchases, broker-dealer, +1 more

5 terms

Form 144 regulatory

"Filer Information | | | 144: Filer Information"

Form 144 is a document that investors must file with the government when they plan to sell a large number of shares of a company's stock. It helps ensure transparency so everyone knows how many shares are being sold and when, which can impact the stock's price.

RSU grants financial

"Common | 12/19/2025 | RSU grants and open purchases"

open market purchases market

"RSU grants and open purchases | Jeffrey Park"

Open market purchases are buys of a company’s shares (or other securities) made on public exchanges at prevailing market prices rather than through private deals. For investors this matters because when a company buys back its own stock it reduces the number of shares available, which can boost per-share earnings and often signals management’s confidence; it also affects supply, demand and short-term liquidity much like someone quietly buying up items from a crowded marketplace.

broker-dealer regulatory

"Common | Morgan Stanley & Co. LLC 1585 Broadway"

A broker-dealer is a licensed firm or individual that both executes trades on behalf of clients (acting as a broker) and buys or sells securities for its own account (acting as a dealer). Investors care because broker-dealers provide the plumbing of markets — they place orders, hold or move cash and securities, offer research or advice, and their stability and fees directly affect trade execution, costs, and the safety of client funds; think of them as a combined travel agent and taxi for your investments.

Nasdaq market

"713218 | 05/20/2026 | Nasdaq"

The Nasdaq is a stock exchange where many companies' shares are bought and sold, functioning much like a marketplace for investments. It matters to investors because it provides a platform to buy and sell ownership stakes in companies, helping them track the value of those companies and make informed decisions. As one of the largest and most technology-focused markets, it also reflects trends and developments in the business world.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley & Co. LLC 1585 Broadway New York, NY 10036	50962	98573.00	713218	05/20/2026	Nasdaq

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	12/19/2025	RSU grants and open purchases	Jeffrey Park			164180	12/19/2025	Compensation and open market purchases
Common	03/23/2026	RSU grants and open purchases	Jeffrey Park			164180	03/23/2026	Compensation and open market purchases
Common	05/03/2026	RSU grants and open purchases	Jeffrey Park			164180	05/03/2026	Compensation and open market purchases

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)