BitGo Holdings (BTGO) officer records cash-settled RSU adjustment

Rhea-AI Filing Summary

BitGo Holdings, Inc. Chief Compliance Officer Jeff Peter Horowitz reported an administrative share adjustment linked to the company’s initial public offering. On January 21, 2026, he recorded a disposition of 15,885 shares of Class A Common Stock at a reported price of $0.00 per share, coded "D." According to the footnote, this reflects vested restricted stock units that settled in cash upon the effectiveness of the issuer’s IPO, rather than a market sale of stock.

After this transaction, Horowitz directly beneficially owned 427,125 shares of Class A Common Stock. The filing states that the event is being reported pursuant to Rule 16b-3(e), highlighting its nature as a compensatory and technical reporting item tied to equity awards.

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^*

Horowitz Jeff Peter

(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)
	Chief Compliance Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/21/2026

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	01/21/2026		D(1)		15,885	D	$0	427,125	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 reported transaction represents vested restricted stock units that settled in cash upon the effectiveness of the Issuer's initial public offering, and the transaction is reported pursuant to Rule 16b-3(e).

	/s/ Edward Reginelli, Attorney-in-Fact	01/23/2026
	** 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).
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FAQ

What insider transaction did BTGO Chief Compliance Officer Jeff Horowitz report?

Jeff Peter Horowitz, Chief Compliance Officer of BitGo Holdings, Inc. (BTGO), reported a disposition of 15,885 shares of Class A Common Stock on January 21, 2026, coded as a "D" transaction at a reported price of $0.00 per share.

Was the BTGO insider transaction a market sale of shares?

No. A footnote explains that the transaction represents vested restricted stock units that settled in cash upon the effectiveness of BitGo’s initial public offering, and it is reported under Rule 16b-3(e), indicating a compensatory, cash-settled event rather than an open market sale.

How many BTGO shares does Jeff Horowitz own after this Form 4 transaction?

Following the reported transaction, Jeff Peter Horowitz beneficially owned 427,125 shares of BitGo Holdings, Inc. Class A Common Stock, held with direct ownership.

What is the significance of Rule 16b-3(e) in this BTGO Form 4 filing?

The filing states that the transaction is reported pursuant to Rule 16b-3(e), which governs certain insider transactions related to equity compensation arrangements, underscoring that this event is tied to cash-settled restricted stock units rather than a discretionary share trade.

What security is involved in Jeff Horowitz’s BTGO Form 4 transaction?

The transaction involves Class A Common Stock of BitGo Holdings, Inc., with 15,885 shares reported as disposed of at $0.00 per share in connection with the cash settlement of vested restricted stock units.

Does the BTGO Form 4 indicate whether Jeff Horowitz holds BTGO shares directly or indirectly?

The Form 4 shows that after the transaction, the 427,125 shares of Class A Common Stock are held with direct (D) ownership, and no nature of indirect beneficial ownership is listed.