Heritage Distilling (CASK) CEO settles RSUs and withholds shares

Rhea-AI Filing Summary

Heritage Distilling Holding Company CEO Justin B. Stiefel reported equity compensation activity on February 2, 2026. He settled 58,333 restricted stock units (RSUs) into common stock at an exercise price of $0 per share and then had 17,296 common shares withheld at $1.08 per share to cover obligations associated with the vesting.

After these transactions, he directly beneficially owned 57,186 shares of common stock and 116,667 RSUs. He also indirectly beneficially owned 165,480 common shares held by Constantine IHSV, LLC, where he is the sole member. The RSUs vest over an 18‑month period beginning September 1, 2025, with the remaining units vesting in equal installments every three months, subject to continued service.

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^*

Stiefel Justin B

(Last) (First) (Middle)

C/O HERITAGE DISTILLING HOLDING COMPANY

9668 BUJACICH ROAD

(Street)

GIG HARBOR WA 98332

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Heritage Distilling Holding Company, Inc. [ IPST ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO & Treasurer

3. Date of Earliest Transaction (Month/Day/Year)
02/02/2026

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
Common Stock	02/02/2026		M		58,333	A	(1)	74,482(2)	D
Common Stock	02/02/2026		F		17,296	D	$1.08(3)	57,186(2)	D
Common Stock								165,480	I	By LLC(4)

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
Restricted Stock Units	(1)	02/02/2026		M			58,333	(5)	(5)	Common Stock	58,333	$0	116,667	D

Explanation of Responses:

1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of the issuer's common stock.

2. Includes 86 shares beneficially owned through American Estate and Trust, LC FBO Justin Stiefel IRA account

3. Represents the per share closing price of the issuer's Common Stock on the applicable vesting date or, if there was no closing price on such date, the closing price on the trading date that was immediately prior to such vesting date.

4. The reported securities are held by Constantine IHSV, LLC, of which the reporting person is the sole member and may be deemed to beneficially own the securities held by it.

5. The RSUs vest over an eighteen (18) month period beginning September 1, 2025, with six (6) months of service-based vesting deemed satisfied as of February 2, 2026, and the remaining units vesting in equal installments every three months thereafter, subject to continued service.

Remarks:

	/s/ Justin B. Stiefel	02/03/2026
	** 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.

FAQ

What insider transactions did CASK CEO Justin Stiefel report on February 2, 2026?

Justin Stiefel reported settling 58,333 restricted stock units into Heritage Distilling common stock, then having 17,296 shares withheld at $1.08 per share to cover obligations tied to the vesting, leaving 57,186 common shares directly owned afterward.

How many Heritage Distilling (CASK) shares does the CEO own after this Form 4?

After the reported transactions, Justin Stiefel directly beneficially owned 57,186 shares of Heritage Distilling common stock and 116,667 restricted stock units, plus an additional 165,480 common shares indirectly beneficially owned through Constantine IHSV, LLC, where he is the sole member.

What are the terms of the RSU award reported by CASK CEO Justin Stiefel?

Each restricted stock unit represents a right to receive one share of Heritage Distilling common stock. The RSUs vest over 18 months starting September 1, 2025, with six months of vesting satisfied by February 2, 2026, and remaining units vesting every three months with continued service.

Why were 17,296 Heritage Distilling shares sold or withheld at $1.08 on February 2, 2026?

The 17,296 Heritage Distilling common shares at $1.08 per share reflect shares withheld in a transaction coded “F,” which typically corresponds to shares used to satisfy tax or similar obligations upon vesting of equity awards such as restricted stock units.

What indirect ownership in CASK does Justin Stiefel report through an LLC?

Justin Stiefel indirectly beneficially owned 165,480 Heritage Distilling common shares held by Constantine IHSV, LLC. He is the sole member of this LLC and may be deemed to beneficially own the securities that the entity holds on his behalf.

How are IRA-held Heritage Distilling shares reflected in this Form 4 filing?

The filing notes that the CEO’s directly beneficially owned common stock total includes 86 shares held through an American Estate and Trust LC FBO Justin Stiefel IRA account, meaning these retirement-account shares are counted within his reported direct beneficial ownership.