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Brightstar Lottery (BRSL) chair exercises 73,439 share units

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Brightstar Lottery PLC Executive Chair Sala Marco reported compensation-related share movements rather than open-market trades. On May 1, 2026, Marco exercised performance share units to acquire 73,439 Ordinary Shares and had 33,438 shares withheld to cover tax liabilities, as indicated by F-code transactions.

The filing also records 1,594,423 Ordinary Shares held indirectly through Olea Holding S.r.l., in which Marco has a pecuniary interest as usufructuary of quota interests in related entities. No open-market purchases or sales were reported in this filing.

Positive

  • None.

Negative

  • None.
Insider Sala Marco
Role Executive Chair
Type Security Shares Price Value
Exercise 2022-2024 Performance Share Units 43,000 $0.00 --
Exercise 2023-2025 Performance Share Units 30,439 $0.00 --
Exercise Ordinary Share 43,000 $0.00 --
Tax Withholding Ordinary Share 19,579 $12.80 $251K
Exercise Ordinary Share 30,439 $0.00 --
Tax Withholding Ordinary Share 13,859 $12.80 $177K
holding Ordinary Share -- -- --
Holdings After Transaction: 2022-2024 Performance Share Units — 0 shares (Direct, null); 2023-2025 Performance Share Units — 30,440 shares (Direct, null); Ordinary Share — 43,000 shares (Direct, null); Ordinary Share — 1,594,423 shares (Indirect, By Olea Holding S.r.l.)
Footnotes (1)
  1. Performance share units granted under the Issuer's Long-Term Incentive Plan for the three-year performance period shown in Column 1, based on the Compensation Committee's certified results for that period. Each performance share unit represents a contingent right to receive one ordinary share of the Issuer upon vesting, and has no expiration date. The performance share units do not accrue dividends. Following certification, the award vests 50% on May 1 of the year immediately after the performance period ends and 50% on May 1 of the following year. Shares withheld for payment of tax liability. Held indirectly through Olea Holding S.r.l.; reporting person has pecuniary interest as usufructuary of quota interests in Quercus Societ? Semplice and Casia Societ? Semplice, which together own Olea Holding S.r.l.
Performance units exercised 73,439 shares Ordinary Shares from performance share units on May 1, 2026
Tax-withholding shares 33,438 shares F-code dispositions to cover tax liabilities on May 1, 2026
Indirectly held shares 1,594,423 shares Ordinary Shares held through Olea Holding S.r.l. after reported transactions
Derivative exercises count 2 exercises M-code derivative exercises of performance share units
Tax-withholding events 2 transactions F-code events for payment of tax liability or exercise price
Performance share units financial
"Performance share units granted under the Issuer's Long-Term Incentive Plan for the three-year performance period shown..."
Performance share units are a type of company stock award given to employees that depend on the company meeting specific goals or targets. If these goals are achieved, the employee receives shares or the value of shares; if not, they may receive little or no compensation. This aligns employees’ interests with the company's success and encourages performance that benefits investors.
Long-Term Incentive Plan financial
"Performance share units granted under the Issuer's Long-Term Incentive Plan for the three-year performance period..."
A long-term incentive plan is a company program that pays executives or employees with stock, options, or cash tied to multi-year performance goals, where the rewards become theirs only after meeting conditions over time. Think of it as a delayed bonus or retirement-style reward that aligns employees’ interests with shareholders by encouraging them to boost long-term value; investors watch these plans because they affect pay costs, share dilution and management incentives.
tax liability financial
"Shares withheld for payment of tax liability."
usufructuary financial
"reporting person has pecuniary interest as usufructuary of quota interests in Quercus Societ? Semplice..."
pecuniary interest financial
"reporting person has pecuniary interest as usufructuary of quota interests in Quercus Societ? Semplice and Casia Societ? Semplice..."
SEC Form 4
FORM 4UNITED 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*
Sala Marco

(Last)(First)(Middle)
10 MEMORIAL BOULEVARD

(Street)
PROVIDENCE RHODE ISLAND 02903

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Brightstar Lottery PLC [ BRSL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Executive Chair
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Ordinary Share05/01/2026M43,000A(1)43,000D
Ordinary Share05/01/2026F19,579(2)D$12.823,421D
Ordinary Share05/01/2026M30,439A(1)53,860D
Ordinary Share05/01/2026F13,859(2)D$12.840,001D
Ordinary Share1,594,423IBy Olea Holding S.r.l.(3)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
2022-2024 Performance Share Units(1)05/01/2026M43,000 (1) (1)Ordinary Share43,000(1)0D
2023-2025 Performance Share Units(1)05/01/2026M30,439 (1) (1)Ordinary Share30,439(1)30,440D
Explanation of Responses:
1. Performance share units granted under the Issuer's Long-Term Incentive Plan for the three-year performance period shown in Column 1, based on the Compensation Committee's certified results for that period. Each performance share unit represents a contingent right to receive one ordinary share of the Issuer upon vesting, and has no expiration date. The performance share units do not accrue dividends. Following certification, the award vests 50% on May 1 of the year immediately after the performance period ends and 50% on May 1 of the following year.
2. Shares withheld for payment of tax liability.
3. Held indirectly through Olea Holding S.r.l.; reporting person has pecuniary interest as usufructuary of quota interests in Quercus Societ? Semplice and Casia Societ? Semplice, which together own Olea Holding S.r.l.
/s/ Rafael Rosillo, attorney-in-fact05/05/2026
** Signature of Reporting PersonDate
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 transactions did Brightstar Lottery (BRSL) disclose for Sala Marco?

Sala Marco reported compensation-driven share movements, not open-market trades. He exercised performance share units into 73,439 Ordinary Shares, while 33,438 shares were withheld to pay taxes. The filing also notes a large indirect holding through Olea Holding S.r.l.

Did Sala Marco buy or sell Brightstar Lottery (BRSL) shares on the market?

The filing shows no open-market purchases or sales by Sala Marco. Instead, it reports option-like exercises of performance share units and tax-withholding dispositions, which are standard mechanisms for settling compensation and tax obligations rather than discretionary trading.

How many Brightstar Lottery (BRSL) shares were exercised and withheld for taxes?

Sala Marco exercised 73,439 performance share units into Ordinary Shares. To cover related tax obligations, 33,438 shares were withheld under F-code transactions, which the filing describes as payment of tax liability by delivering securities instead of cash.

What is Sala Marco’s indirect ownership in Brightstar Lottery (BRSL)?

The Form 4 reports 1,594,423 Ordinary Shares held indirectly through Olea Holding S.r.l.. A footnote explains Marco has a pecuniary interest as usufructuary of quota interests in related entities that together own Olea Holding S.r.l.

What are Brightstar Lottery (BRSL) performance share units mentioned in the filing?

The filing describes performance share units as awards under the Long-Term Incentive Plan, each representing a right to receive one Ordinary Share. Vesting depends on certified three-year performance, then typically vests 50% on May 1 after the period and 50% the following year.

How many tax-withholding transactions did Brightstar Lottery (BRSL) report for Sala Marco?

The transaction summary shows two F-code tax-withholding events totaling 33,438 shares. These are labeled as “Payment of exercise price or tax liability by delivering securities”, indicating the shares were used to satisfy obligations rather than sold on the open market.