Blaize Holdings (BZAI) director sells 50,000 shares under 10b5-1 plan
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Blaize Holdings, Inc. director Anthony Cannestra reported an options exercise and share sale in common stock. He exercised 50,000 stock options at an exercise price of $0.57 per share and sold 50,000 shares of common stock at a weighted average price of $1.35 per share, both transactions carried out under a pre-arranged Rule 10b5-1 trading plan.
Following these transactions, he reported no directly held common shares, but continues to hold equity exposure through derivatives, including earnout rights over 91,327 underlying shares, restricted stock units over 212,500 and 75,258 underlying shares, and employee stock options over 8,824, 350,970, and 146,237 underlying shares with various exercise prices and expirations.
Positive
- None.
Negative
- None.
Insider Trade Summary 10b5-1
Net Seller: 50,000 shares ($67,500)
Net Sell
9 txns
Insider
Cannestra Anthony
Role
null
Sold
50,000 shs ($68K)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Employee Stock Option (right to purchase) | 50,000 | $0.00 | -- |
| Exercise | Common Stock | 50,000 | $0.57 | $28K |
| Sale | Common Stock | 50,000 | $1.35 | $68K |
| holding | Employee Stock Option (right to purchase) | -- | -- | -- |
| holding | Employee Stock Option (right to purchase) | -- | -- | -- |
| holding | Employee Stock Option (right to purchase) | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Earnout Shares | -- | -- | -- |
Holdings After Transaction:
Employee Stock Option (right to purchase) — 12,169 shares (Direct, null);
Common Stock — 50,000 shares (Direct, null);
Restricted Stock Units — 75,258 shares (Direct, null);
Earnout Shares — 91,327 shares (Direct, null)
Footnotes (1)
- The reported exercise of 50,000 stock options underlying 50,000 shares of the Issuer's common stock was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 11, 2025 (the "10b5-1 trading plan"). The reported sales were effected pursuant to the reporting person's Rule 10b5-1 trading plan. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.33 to $1.38, inclusive. Upon request by the SEC staff, the Issuer, or any security holder of the Issuer, full information regarding the number of shares sold at each separate price will be provided. The stock option to purchase one share of the Issuer's common stock for each stock option is fully vested and exercisable. Represents securities received as part of the Issuer's business combination, in connection with that certain Agreement and Plan of Merger, dated as of December 22, 2023 and amended on April 22, 2024, October 24, 2024, and November 21, 2024 (the "Merger Agreement") by and among the Issuer (formerly BurTech Acquisition Corp.), BurTech Merger Sub, Inc., Blaize, Inc. ("Legacy Blaize"), and for the limited purposes set forth therein, Burkhan Capital LLC, pursuant to which securities of Legacy Blaize were automatically converted into the right to receive stock options of the Issuer as set forth in the Merger Agreement. Corrects a typographical error in the expiration date for this stock option appearing in a Form 4 filed by the reporting person on April 8, 2026. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock. Represents an award of restricted stock units granted at the Issuer's 2025 Annual Meeting under the Non-Employee Director Compensation Program, which vest at the earlier of one year or the Issuer's next Annual Meeting. Vested shares will be delivered to the reporting person not later than 60 days after the vesting date. These are time-based restricted stock units that vest in four equal quarterly installments commencing June 1, 2028. Vested shares will be delivered to the reporting person not later than 60 days after the vesting date. Each earnout share represents a contingent right to receive one share of the Issuer's common stock if the trading price of the Issuer's common stock exceeds certain thresholds for 20 of 30 consecutive trading days post-closing of the Issuer's business combination. Company employees and non-employee directors who are entitled to receive earnout shares are required to provide service through the date the target is achieved and if an individual departs, the forfeited earnout shares are re-allocated among the pool of remaining eligible employees. Accordingly, the ultimate number of earnout shares is subject to adjustment from time to time in the event of forfeitures by employees of the Company, which add to the reporting person's earnout shares.
Key Figures
Shares sold: 50,000 shares
Sale price range: $1.33–$1.38 per share
Options exercised: 50,000 options
+5 more
8 metrics
Shares sold
50,000 shares
Open-market sale of common stock at weighted average $1.35
Sale price range
$1.33–$1.38 per share
Price range for multiple sale transactions on common stock
Options exercised
50,000 options
Employee stock options exercised at $0.57 per share
Earnout underlying shares
91,327 shares
Earnout shares tied to common stock with $0.00 exercise price
RSUs grant 1
212,500 underlying shares
Restricted stock units representing contingent rights to common stock
RSUs grant 2
75,258 underlying shares
Additional time-based restricted stock units in four quarterly installments
Options at $1.18
350,970 underlying shares
Employee stock options at $1.18, expiring October 23, 2034
Options at $14.62
8,824 underlying shares
Employee stock options at $14.62, expiring December 13, 2028
Key Terms
Rule 10b5-1 trading plan, restricted stock unit, earnout shares, Employee Stock Option (right to purchase), +1 more
5 terms
Rule 10b5-1 trading plan regulatory
"The reported exercise of 50,000 stock options... was effected pursuant to a Rule 10b5-1 trading plan..."
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
restricted stock unit financial
"Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock."
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
Employee Stock Option (right to purchase) financial
"The stock option to purchase one share of the Issuer's common stock for each stock option is fully vested and exercisable."
Merger Agreement regulatory
"Represents securities received as part of the Issuer's business combination, in connection with that certain Agreement and Plan of Merger..."
A merger agreement is a binding contract that lays out the exact terms for two companies to combine, including the price, what each side will deliver, and the conditions that must be met before the deal is completed. Investors care because it sets the timetable, payouts and risks — like a blueprint or prenup that shows whether the deal is likely to close, how ownership will change, and what could cancel or alter the payout they expect.
FAQ
What insider transaction did Anthony Cannestra report at Blaize Holdings (BZAI)?
Anthony Cannestra reported exercising 50,000 stock options and selling 50,000 Blaize Holdings common shares. The options had a $0.57 exercise price, and the shares were sold at a $1.35 weighted average price in multiple trades on the same date.
How many Blaize Holdings options did Anthony Cannestra exercise and at what price?
He exercised 50,000 employee stock options into 50,000 Blaize Holdings common shares. The options carried a $0.57 per-share exercise price, and this exercise is reported as fully vested and exercisable according to the filing’s footnotes.
What Blaize Holdings derivative awards does Anthony Cannestra still hold after these transactions?
He continues to hold earnout rights over 91,327 underlying shares, restricted stock units over 212,500 and 75,258 underlying shares, and employee stock options over 8,824, 350,970, and 146,237 underlying shares, each with specified exercise prices and expiration dates.
Does Anthony Cannestra still directly own Blaize Holdings common stock after the reported sale?
After selling 50,000 common shares, his directly held common stock balance reported in this filing is zero shares. His remaining economic interest is through earnout shares, restricted stock units, and employee stock options tied to Blaize common stock.