Blackstone Digital Infrastructure (BXDC) director acquires 25,000 IPO program shares

Filing Impact

(Very High)

Filing Sentiment

(Positive)

Form Type

Rhea-AI Filing Summary

Blackstone Digital Infrastructure Trust Inc. director and officer Nicholas L. Pell acquired 25,000 shares of Common Stock on May 15, 2026. The shares were purchased at $20.00 per share in a directed share program connected to the company’s initial public offering. Following this transaction, Pell directly holds 25,000 shares.

Insights

Routine insider purchase linked to IPO allocation.

Nicholas L. Pell, a director and officer of Blackstone Digital Infrastructure Trust Inc., bought 25,000 Common Stock shares at $20.00 per share. The transaction is coded as an open-market purchase but footnotes clarify it occurred through a directed share program tied to the initial public offering.

After the transaction, Pell directly owns 25,000 shares, with no derivative positions reported in this filing. The data show a single net-buy transaction of 25,000 shares, which appears as a one-off allocation rather than ongoing trading activity.

This kind of directed share program participation is common around an initial public offering and is typically more about aligning insiders with shareholders than expressing a market-timing view. Future filings may reveal whether additional discretionary buying or selling occurs over time.

Insider Trade Summary

Net Buyer: 25,000 shares ($500,000)

Net Buy 1 txn

Insider Pell Nicholas L.

Role See Remarks

Bought 25,000 shs ($500K)

Type	Security	Shares	Price	Value
Purchase	Common Stock	25,000	$20.00	$500K

Holdings After Transaction: Common Stock — 25,000 shares (Direct, null)

Footnotes (1)

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Key Figures

Shares purchased: 25,000 shares Purchase price: $20.00 per share Shares owned after transaction: 25,000 shares +1 more

4 metrics

Shares purchased 25,000 shares Common Stock bought on May 15, 2026

Purchase price $20.00 per share Open-market purchase / directed share program

Shares owned after transaction 25,000 shares Total direct ownership following reported purchase

Net buy shares 25,000 shares Net-buy direction in transaction summary

Key Terms

directed share program, initial public offering, open-market purchase, Common Stock

4 terms

initial public offering financial

"in connection with the Issuer's initial public offering."

An initial public offering (IPO) is when a private company first sells its shares to the public and becomes a stock-listed company. It matters because it allows the company to raise money from a wide range of investors, helping it grow, while giving early shareholders a way to sell some of their ownership.

open-market purchase financial

"transaction_action": "open-market purchase""

An open-market purchase is when an investor or a company buys shares on a public stock exchange at the going market price, rather than through a private deal. It matters to investors because these purchases change how many shares are available, can push the stock price up or signal confidence from large buyers, and often affect per-share metrics like earnings—think of it like someone buying lots of apples off a grocery shelf, reducing supply and potentially raising the price.

Common Stock financial

"security_title": "Common Stock""

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

Form 4 Insider Transactions: What Each Field Means →

05/19/2026 - 04:30 PM

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^*

Pell Nicholas L.

(Last)

(First)

(Middle)

C/O BLACKSTONE DIGITAL INFRASTRUCTURE

TRUST INC., 345 PARK AVENUE

(Street)

NEW YORK

10154

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Blackstone Digital Infrastructure Trust Inc. [ BXDC ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/15/2026		P⁽¹⁾		25,000	A	$20	25,000	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Shares were acquired in a directed share program in connection with the Issuer's initial public offering.

Remarks:

Title: Chief Executive Officer and President.

	/s/ Rory Mouat, as Attorney-in-Fact	05/19/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did BXDC director Nicholas L. Pell report?

Nicholas L. Pell reported buying 25,000 shares of Blackstone Digital Infrastructure Trust Inc. Common Stock. He acquired the shares at $20.00 each through a directed share program connected to the company’s initial public offering and now directly owns 25,000 shares.

At what price did Nicholas L. Pell buy BXDC shares in this Form 4?

Pell bought Blackstone Digital Infrastructure Trust Inc. Common Stock at $20.00 per share. The Form 4 shows a single transaction on May 15, 2026 for 25,000 shares via a directed share program associated with the initial public offering.

How many BXDC shares does Nicholas L. Pell own after this transaction?

After the reported transaction, Nicholas L. Pell directly owns 25,000 shares of Blackstone Digital Infrastructure Trust Inc. Common Stock. The Form 4 shows this as his total direct ownership following the 25,000-share purchase on May 15, 2026, with no derivatives listed.

Was the BXDC insider purchase an open-market trade or part of the IPO?

The transaction is coded as an open-market purchase, but the footnote explains the shares were acquired in a directed share program tied to Blackstone Digital Infrastructure Trust Inc.’s initial public offering, indicating participation in an IPO-related allocation rather than a typical secondary-market trade.

Does the BXDC Form 4 show any derivative or option exercises by Nicholas L. Pell?

No, the Form 4 does not show any derivative or option exercises for Nicholas L. Pell. The derivativeSummary is empty, indicating no options, warrants, or other derivatives were reported, only a single purchase of 25,000 Common Stock shares at $20.00 per share.