BitGo Holdings (NYSE: BTGO) CFO sells shares to cover RSU taxes

Rhea-AI Filing Summary

BitGo Holdings, Inc. Chief Financial Officer Edward Reginelli reported a sale of 9,021 shares of Class A Common Stock on 2026-07-24. According to the disclosure, the shares were sold solely to cover tax withholding obligations from vesting restricted stock units through a "sell to cover" transaction and executed as block trades at a $4.8887 weighted average price. Following this transaction, Reginelli directly holds 582,489 shares of BitGo common stock.

Insider Trade Summary

Net Seller: 9,021 shares

Net Sell 1 txn

Insider Reginelli Edward

Role CFO

Sold 9,021 shs ($44K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock F1, F2	9,021	$4.8887	$44K

Holdings After Transaction: Class A Common Stock — 582,489 shares (Direct)

Footnotes (2)

1. F1. The sales reported on this Form 4 represent shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of restricted stock units. The sales were to satisfy tax withholding obligations to be funded by a "sell to cover" transaction.
2. F2. The price reported in this line item is a weighted average price. These shares were sold as part of block trades for multiple security holders of the Issuer at prices ranging from $4.78 to $5.04, inclusive. The Reporting Person undertakes to provide to the Issuer, any securityholder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein with regard to the block trades.

Key Figures

Shares Sold: 9,021 shares Weighted Average Sale Price: $4.8887 per share Sale Price Range: $4.78 to $5.04 per share +2 more

5 metrics

Shares Sold 9,021 shares Class A Common Stock sold by CFO on 2026-07-24

Weighted Average Sale Price $4.8887 per share Weighted average price for the 9,021 shares sold

Sale Price Range $4.78 to $5.04 per share Prices for block trades executed for multiple security holders

Shares Owned After Transaction 582,489 shares Direct holdings of Edward Reginelli following the sale

Transaction Date 2026-07-24 Date of the reported sale of 9,021 shares

Key Terms

restricted stock units, sell to cover, weighted average price, block trades

4 terms

restricted stock units financial

"in connection with the vesting and settlement of restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

sell to cover financial

"to be funded by a "sell to cover" transaction"

Sell to cover is when a person who receives company stock through options or awards sells just enough shares immediately to pay required taxes, exercise costs, or fees, keeping the rest. Think of it like cashing part of a bonus to cover the tax bill so you can keep the remainder. For investors, it can create predictable small selling pressure and slightly change the number of shares actually held by insiders without increasing long‑term dilution.

weighted average price financial

"The price reported in this line item is a weighted average price"

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

block trades financial

"These shares were sold as part of block trades for multiple security holders"

A block trade is a single, large buy or sell of shares or bonds arranged privately between big traders rather than piecemeal on the public market. Think of it like buying a whole shipment at once instead of many small shopping trips; it lets large holders move big positions with less immediate disruption but can signal strong buying or selling pressure and cause price swings once the trade is known, so investors watch block trades for clues about market sentiment and liquidity.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/28/2026 - 07:10 PM Accepted by SEC EDGAR 07/28/2026 - 07:10 PM Learn about SEC filing dates

FAQ

What insider transaction did BTGO CFO Edward Reginelli report?

Edward Reginelli reported selling 9,021 shares of BitGo Class A Common Stock on 2026-07-24. These shares were sold to satisfy tax withholding obligations from vesting restricted stock units via a "sell to cover" transaction, rather than as a discretionary open-market sale.

At what price were the BTGO shares sold by the CFO?

The reported sale used a $4.8887 weighted average price for the 9,021 shares sold. The shares were executed in block trades for multiple security holders within a price range from $4.78 to $5.04 per share, inclusive.

Why did BTGO CFO Edward Reginelli sell 9,021 shares?

The shares were sold to cover tax withholding obligations related to vesting and settlement of restricted stock units. The filing states the sale was funded through a "sell to cover" transaction, indicating it was driven by tax requirements rather than portfolio rebalancing.

How many BTGO shares does the CFO hold after this Form 4 transaction?

After the transaction, Edward Reginelli directly owns 582,489 shares of BitGo Class A Common Stock. This figure reflects his post-sale holdings following the 9,021-share sale executed to satisfy tax withholding tied to restricted stock unit vesting.

Were the BTGO CFO’s share sales under a Rule 10b5-1 trading plan?

The filing’s 10b5-1 checkbox is not marked as affirmative, and the footnotes describe the sales as tax-related "sell to cover" transactions. There is no indication in the disclosure that these sales were executed under a Rule 10b5-1 trading plan.

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

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^*

Reginelli Edward

(Last) (First) (Middle)

C/O BITGO HOLDINGS, INC.

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

(Street)

SIOUX FALLS SOUTH DAKOTA 57103

(City) (State) (Zip)

UNITED STATES

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/24/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	07/24/2026		S(1)		9,021	D	$4.8887(2)	582,489	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

Explanation of Responses:

1. The sales reported on this Form 4 represent shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of restricted stock units. The sales were to satisfy tax withholding obligations to be funded by a "sell to cover" transaction.

2. The price reported in this line item is a weighted average price. These shares were sold as part of block trades for multiple security holders of the Issuer at prices ranging from $4.78 to $5.04, inclusive. The Reporting Person undertakes to provide to the Issuer, any securityholder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein with regard to the block trades.

	/s/ Edward Reginelli	07/28/2026
	** Signature of Reporting Person	Date
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)