BitGo (NASDAQ: BTGO) CFO boosts stake with RSU grant and option exercises

Rhea-AI Filing Summary

BitGo Holdings CFO Edward Reginelli reported equity awards and option exercises in BitGo Holdings, Inc. Class A common stock. On September 17, 2025, he acquired 26,000 shares of Class A common stock at $0 per share through a restricted stock unit award, bringing his holdings to 295,000 shares. On September 25, 2025, he exercised options and acquired an additional 173,000 shares of Class A common stock at an exercise price of $0.21 per share, increasing his direct holdings to 468,000 shares. These transactions relate to stock options with exercise prices of $0.21 per share, including one grant of 125,000 options that is fully vested and another grant of 48,000 options with remaining vesting in monthly installments.

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

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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^*

Reginelli Edward

(Last) (First) (Middle)

C/O BITGO HOLDINGS, INC.

101 S. REID STREET, SUITE 307, PMB# 9793

(Street)

SIOUX FALLS SD 57103

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BITGO HOLDINGS, INC. [ BTGO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CFO

3. Date of Earliest Transaction (Month/Day/Year)
09/17/2025

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	09/17/2025(1)(2)		A		26,000	A	$0	295,000	D
Class A Common Stock	09/25/2025(1)		M		173,000	A	$0.21	468,000	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
Stock Option (Right to Buy)	$0.21	09/25/2025(1)		M			125,000	(3)	06/29/2032	Class A Common Stock	125,000	$0	0	D
Stock Option (Right to Buy)	$0.21	09/25/2025(1)		M			48,000	(4)	10/06/2032	Class A Common Stock	48,000	$0	16,000	D

Explanation of Responses:

1. .The transaction occurred prior to the Issuer's registration of a class of equity securities under Section 12 of the Exchange Act in connection with the Issuer's initial public offering, and the transaction is reported herein pursuant to Rule 16a-2(a).

2. Represents a restricted stock unit award that was acquired through an exempt transaction with the Issuer.

3. The options are fully vested.

4. The options vested as to 25% of the award, from which certain shares have been previously exercised, on September 15, 2023. The remaining 75% of the option will vest in equal monthly installments thereafter until such time as the options are 100% vested, subject to the Reporting Person's provision of service to the Issuer on each vesting date.

	/s/ Edward Reginelli	01/23/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did BTGO CFO Edward Reginelli report on this Form 4?

CFO Edward Reginelli reported acquiring BitGo Holdings, Inc. Class A common stock through a restricted stock unit award and option exercises. He received 26,000 shares at $0 per share on September 17, 2025 and acquired 173,000 shares at an exercise price of $0.21 per share on September 25, 2025.

How many BitGo (BTGO) shares does the CFO hold after these transactions?

Following the reported transactions, CFO Edward Reginelli directly beneficially owns 468,000 shares of BitGo Holdings, Inc. Class A common stock.

What equity award did the BTGO CFO receive on September 17, 2025?

On September 17, 2025, the CFO received a restricted stock unit award representing 26,000 shares of BitGo Holdings, Inc. Class A common stock, acquired at $0 per share through an exempt transaction with the issuer.

What stock options did the BTGO CFO exercise on September 25, 2025?

On September 25, 2025, the CFO exercised stock options with an exercise price of $0.21 per share. This included 125,000 options that are fully vested and 48,000 options from a grant that vests over time, resulting in the acquisition of 173,000 shares of Class A common stock.

Are the BTGO stock options held by the CFO fully vested?

One stock option grant for 125,000 shares is fully vested. Another grant, from which 48,000 options were exercised on September 25, 2025, vested 25% on September 15, 2023, with the remaining 75% vesting in equal monthly installments, subject to continued service.

Why does the BTGO Form 4 reference the company’s initial public offering?

One footnote explains that a reported transaction occurred before BitGo Holdings, Inc. registered a class of equity securities under Section 12 of the Exchange Act in connection with its initial public offering and is reported pursuant to Rule 16a-2(a).