STOCK TITAN

Blaize Holdings (BZAI) director sells 50K shares in 10b5-1 trade

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Blaize Holdings, Inc. director Anthony Cannestra exercised stock options for 50,000 shares at an exercise price of $0.57 and sold 50,000 common shares at a weighted average price of $1.75 per share on April 6, 2026, under a pre-arranged Rule 10b5-1 trading plan.

The sale price ranged from $1.72 to $1.79 per share. Following this exercise-and-sell, he reports no directly held common stock from this transaction but continues to hold substantial equity-based awards, including earnout shares, employee stock options at various strike prices, and restricted stock units tied to future vesting conditions.

Positive

  • None.

Negative

  • None.

Insights

Routine 10b5-1 option exercise-and-sale with large awards still outstanding.

Director Anthony Cannestra exercised 50,000 employee stock options at an exercise price of $0.57 and sold 50,000 common shares at a weighted average of $1.75 per share. Footnotes state both the exercise and sale occurred under a pre-arranged Rule 10b5-1 trading plan, indicating a scheduled liquidity event rather than opportunistic trading.

After these transactions, he still holds significant derivative and award positions: 91,327 earnout-linked shares, multiple option grants covering hundreds of thousands of underlying shares at exercise prices of $0.57, $1.18, and $14.62, plus over 280,000 restricted stock units that will vest over time. This pattern looks like routine portfolio management, not a change in overall alignment.

Insider Cannestra Anthony
Role Director
Sold 50,000 shs ($88K)
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 $1.75 $88K
holding Earnout Shares -- -- --
holding Employee Stock Option (right to purchase) -- -- --
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 -- -- --
Holdings After Transaction: Employee Stock Option (right to purchase) — 162,169 shares (Direct); Common Stock — 50,000 shares (Direct); Earnout Shares — 91,327 shares (Direct); Restricted Stock Units — 212,500 shares (Direct)
Footnotes (1)
  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"). In the reporting person's prior Form 4 filings, earnout shares and unvested restricted stock units had been reported in Table I. These holdings have been moved to Table II, and there have been no transactions in such holdings since the reporting person's last Form 4 filing. 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 $1.72 to $1.79, 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. On January 13, 2025, the date of the Issuer's business combination, the reporting person received earnout shares in respect of the Issuer's business combination. Each eanout 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. 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. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock. 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. 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.
Options exercised 50,000 shares Employee stock options exercised on April 6, 2026
Exercise price $0.57 per share Strike price of exercised employee stock options
Shares sold 50,000 shares Common stock sold on April 6, 2026
Weighted average sale price $1.75 per share Sales executed between $1.72 and $1.79
Earnout underlying shares 91,327 shares Contingent rights from January 13, 2025 business combination
Options at $0.57 212,169 underlying shares Employee stock options expiring September 18, 2033
Options at $1.18 350,970 underlying shares Employee stock options expiring October 23, 2024
Restricted stock units 212,500 underlying shares Time-based RSUs vesting in four quarterly installments from June 1, 2028
Rule 10b5-1 trading plan financial
"was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person"
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.
earnout shares financial
"the reporting person received earnout shares in respect of the Issuer's business combination"
Earnout shares are company stock promised to sellers as part of an acquisition that only becomes payable if the acquired business hits agreed future performance targets, like revenue or profit goals. They matter to investors because they can increase the number of shares outstanding (dilution), tie seller incentives to future success, and create uncertainty about the actual cost of the deal and future ownership unless the performance conditions are clearly understood.
restricted stock units financial
"Each restricted stock unit represents a contingent right to receive one share"
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.
weighted average price financial
"The price reported in Column 4 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.
business combination financial
"On January 13, 2025, the date of the Issuer's business combination"
A business combination happens when two or more companies join together to operate as one, like two friends merging their teams into a single group. This is important because it can change how companies grow, compete, and make money, often making them bigger and more powerful in the market.
Non-Employee Director Compensation Program financial
"granted at the Issuer's 2025 Annual Meeting under the Non-Employee Director Compensation Program"
SEC Form 4
FORM 4UNITED 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).
X
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*
Cannestra Anthony

(Last)(First)(Middle)
C/O BLAIZE HOLDINGS, INC.
4659 GOLDEN FOOTHILL PARKWAY, SUITE 206

(Street)
EL DORADO HILLS CALIFORNIA 95762

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Blaize Holdings, Inc. [ BZAI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/06/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock04/06/2026M50,000(1)A$0.5750,000(2)D
Common Stock04/06/2026S50,000(3)D$1.75(4)0D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Earnout Shares(5) (5)01/13/2030Common Stock91,3270D
Employee Stock Option (right to purchase)$14.62 (6)12/13/2028Common Stock8,8248,824D
Employee Stock Option (right to purchase)$0.57 (6)09/18/2033Common Stock212,169212,169D
Employee Stock Option (right to purchase)$0.5704/06/2026M50,000(1) (6)09/18/2033Common Stock50,000(7)162,169D
Employee Stock Option (right to purchase)$1.18 (6)10/23/2024Common Stock350,970350,970D
Employee Stock Option (right to purchase)$1.18 (6)10/23/2034Common Stock146,237146,237D
Restricted Stock Units(8) (9) (9)Common Stock212,500212,500D
Restricted Stock Units(8) (10) (10)Common Stock75,25875,258D
Explanation of Responses:
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").
2. In the reporting person's prior Form 4 filings, earnout shares and unvested restricted stock units had been reported in Table I. These holdings have been moved to Table II, and there have been no transactions in such holdings since the reporting person's last Form 4 filing.
3. The reported sales were effected pursuant to the reporting person's Rule 10b5-1 trading plan.
4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.72 to $1.79, 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.
5. On January 13, 2025, the date of the Issuer's business combination, the reporting person received earnout shares in respect of the Issuer's business combination. Each eanout 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.
6. The stock option to purchase one share of the Issuer's common stock for each stock option is fully vested and exercisable.
7. 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.
8. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock.
9. 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.
10. 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.
Remarks:
/s/ Harminder Sehmi, as Attorney-in-Fact04/08/2026
** Signature of Reporting PersonDate
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)

FAQ

What did Blaize Holdings (BZAI) director Anthony Cannestra do in this Form 4?

Director Anthony Cannestra exercised 50,000 employee stock options at an exercise price of $0.57 and sold 50,000 shares of Blaize Holdings common stock at a weighted average price of $1.75, all executed on April 6, 2026 under a pre-arranged Rule 10b5-1 trading plan.

At what prices were Anthony Cannestra’s Blaize (BZAI) shares sold?

The 50,000 Blaize Holdings shares sold by Anthony Cannestra carried a reported weighted average sale price of $1.75 per share. A footnote explains the shares were sold in multiple transactions, with individual trade prices ranging from $1.72 to $1.79 per share on April 6, 2026.

Was Anthony Cannestra’s Blaize (BZAI) transaction under a Rule 10b5-1 plan?

Yes. Footnotes state that both the 50,000 option exercise and the related share sales were effected under Anthony Cannestra’s Rule 10b5-1 trading plan, adopted on December 11, 2025. Such plans are pre-arranged, helping separate routine liquidity events from discretionary market-timing decisions by insiders.

What equity awards does Anthony Cannestra still hold in Blaize (BZAI)?

After these transactions, Anthony Cannestra reports holdings including 91,327 earnout shares, several employee stock option grants over 212,169, 350,970 and 146,237 underlying shares at exercise prices of $0.57 and $1.18, plus restricted stock units covering 212,500 and 75,258 underlying shares of Blaize common stock.

What are the earnout shares reported by Anthony Cannestra in Blaize (BZAI)?

The filing notes 91,327 earnout shares received at Blaize’s January 13, 2025 business combination. Each earnout share represents a contingent right to one Blaize common share if the stock trades above specified thresholds for 20 of 30 consecutive trading days after the business combination closing date.

How were Blaize (BZAI) restricted stock units and earnout shares reclassified in this Form 4?

A footnote explains that earnout shares and unvested restricted stock units, previously shown in the common stock table, have been moved to the derivative table. The company states there have been no transactions in these holdings since Anthony Cannestra’s prior Form 4; this update is purely a presentational change.