STOCK TITAN

Blaize Holdings (NASDAQ: BZAI) CFO exercises 505K options and sells 123K shares

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

Rhea-AI Filing Summary

Blaize Holdings, Inc. Chief Financial Officer Harminder Sehmi reported an option exercise and share sale in company stock. Sehmi exercised 505,060 stock options at an exercise price of $0.57 per share, acquiring the same number of shares of Blaize common stock pursuant to a pre-arranged Rule 10b5-1 trading plan.

On the same date, Sehmi sold 123,460 shares of common stock at a weighted average price of $2.28 per share, with individual sale prices ranging from $2.19 to $2.38. Following these transactions, Sehmi directly holds 381,600 shares of common stock.

In addition to common shares, Sehmi continues to hold employee stock options over 29,436 shares at $14.62, 200,000 shares at $3.57, and 862,915 shares at $1.18 per share, as well as 212,155 earnout shares and 362,081 restricted stock units, each representing rights to receive Blaize common stock under specified vesting or stock price conditions.

Positive

  • None.

Negative

  • None.
Insider Sehmi Harminder
Role Chief Financial Officer
Sold 123,460 shs ($281K)
Type Security Shares Price Value
Exercise Employee Stock Option (right to purchase) 505,060 $0.00 --
Exercise Common Stock 505,060 $0.57 $288K
Sale Common Stock 123,460 $2.28 $281K
holding Restricted Stock Units -- -- --
holding Earnout Shares -- -- --
holding Employee Stock Option (right to purchase) -- -- --
holding Employee Stock Option (right to purchase) -- -- --
holding Employee Stock Option (right to purchase) -- -- --
Holdings After Transaction: Employee Stock Option (right to purchase) — 269,176 shares (Direct, null); Common Stock — 505,060 shares (Direct, null); Restricted Stock Units — 362,081 shares (Direct, null); Earnout Shares — 212,155 shares (Direct, null)
Footnotes (1)
  1. The reported exercise of 505,060 stock options underlying 505,060 shares of the Issuer's common stock was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 12, 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 $2.19 to $2.38, 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 vests in 36 substantially equal monthly installments beginning on October 19, 2023. 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. The restricted stock units vest 25% on December 1, 2027, and quarterly thereafter commencing on March 1, 2028. 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 vests as to one third of the underlying shares on July 1, 2025 and thereafter in 24 equal monthly installments. The stock option vests in eight substantially equal quarterly installments beginning on December 1, 2025. The stock option to purchase one share of the Issuer's common stock for each stock option is fully vested and exercisable.
Options exercised 505,060 shares at $0.57 Common stock acquired via option exercise on April 20, 2026
Shares sold 123,460 shares at $2.28 Weighted average sale price on April 20, 2026
Post-transaction common stock 381,600 shares Direct holdings after reported sale
Remaining options at $14.62 29,436 underlying shares Employee stock option expiring October 17, 2029
Remaining options at $3.57 200,000 underlying shares Employee stock option expiring August 31, 2035
Remaining options at $1.18 862,915 underlying shares Employee stock option expiring October 23, 2034
Earnout shares 212,155 underlying shares Contingent rights tied to stock price thresholds post business combination
Restricted stock units 362,081 units RSUs vesting from December 1, 2027 with quarterly vesting thereafter
Rule 10b5-1 trading plan regulatory
"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
"In the reporting person's prior Form 4 filings, earnout shares and unvested restricted stock units had been reported"
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. These shares were sold"
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
"the Issuer's business combination, in connection with that certain Agreement and Plan of Merger"
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.
Agreement and Plan of Merger regulatory
"in connection with that certain Agreement and Plan of Merger, dated as of December 22, 2023"
An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.
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*
Sehmi Harminder

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/20/2026
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 Stock04/20/2026M505,060(1)A$0.57505,060(2)D
Common Stock04/20/2026S123,460(3)D$2.28(4)381,600D
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
Employee Stock Option (right to purchase)$0.5704/20/2026M505,060(1) (5)09/18/2033Common Stock505,060(6)269,176D
Restricted Stock Units(7) (8) (8)Common Stock362,081362,081D
Earnout Shares(9) (9)01/13/2030Common Stock212,155212,155D
Employee Stock Option (right to purchase)$1.18 (10)10/23/2034Common Stock862,915862,915D
Employee Stock Option (right to purchase)$3.57 (11)08/31/2035Common Stock200,000200,000D
Employee Stock Option (right to purchase)$14.62 (12)10/17/2029Common Stock29,43629,436D
Explanation of Responses:
1. The reported exercise of 505,060 stock options underlying 505,060 shares of the Issuer's common stock was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 12, 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 $2.19 to $2.38, 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.
5. The stock option vests in 36 substantially equal monthly installments beginning on October 19, 2023.
6. 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.
7. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock.
8. The restricted stock units vest 25% on December 1, 2027, and quarterly thereafter commencing on March 1, 2028.
9. 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.
10. The stock option vests as to one third of the underlying shares on July 1, 2025 and thereafter in 24 equal monthly installments.
11. The stock option vests in eight substantially equal quarterly installments beginning on December 1, 2025.
12. The stock option to purchase one share of the Issuer's common stock for each stock option is fully vested and exercisable.
Remarks:
/s/ Harminder Sehmi04/22/2026
** 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 insider transactions did Blaize Holdings (BZAI) CFO Harminder Sehmi report?

Harminder Sehmi reported exercising 505,060 stock options at $0.57 per share and selling 123,460 Blaize Holdings common shares at a weighted average price of $2.28. These transactions were reported on a Form 4 insider trading filing.

Were the Blaize Holdings (BZAI) CFO’s trades made under a Rule 10b5-1 plan?

Yes. The option exercise of 505,060 shares and the related common stock sales were carried out pursuant to a pre-arranged Rule 10b5-1 trading plan adopted on December 12, 2025, as disclosed in the Form 4 footnotes.

How many Blaize Holdings (BZAI) shares does the CFO hold after these transactions?

After the reported exercise and sale, CFO Harminder Sehmi directly holds 381,600 shares of Blaize Holdings common stock. This figure reflects the position following the 123,460-share sale disclosed for the transaction date in the Form 4.

What option positions does the Blaize Holdings (BZAI) CFO still retain?

Sehmi retains employee stock options over 29,436 shares at $14.62, 200,000 shares at $3.57, and 862,915 shares at $1.18 per share. These options have expiration dates between 2029 and 2035, as summarized in the filing.

What are the earnout shares reported by Blaize Holdings (BZAI) CFO Harminder Sehmi?

The Form 4 shows 212,155 earnout shares received on January 13, 2025 in connection with Blaize’s business combination. Each earnout share converts into one common share if the trading price exceeds specified thresholds for 20 of 30 consecutive trading days.

What restricted stock units does the Blaize Holdings (BZAI) CFO hold and how do they vest?

Sehmi holds 362,081 restricted stock units, each representing a right to one Blaize common share. These RSUs vest 25% on December 1, 2027, with the remaining units vesting quarterly starting March 1, 2028, subject to the award terms.