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Digimarc (DMRC) EVP Ken Sickles receives stock awards, returns shares for taxes

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

Rhea-AI Filing Summary

Digimarc EVP and Chief Product Officer Ken Sickles reported routine equity compensation activity. On April 1, 2026 he received a grant of 3,375 shares of common stock at $5.06 per share. On May 15, 2026 he received additional stock awards of 17,868 shares and 1,743 shares at $9.80 per share. Also on May 15, a total of 1,393 shares (422 and 971 shares) were traded back to the company at $9.80 per share to cover tax liabilities for vested stock awards, a tax-withholding disposition rather than an open-market sale.

Positive

  • None.

Negative

  • None.
Insider Sickles Ken
Role EVP, Chief Product Officer
Type Security Shares Price Value
Grant/Award Common Stock 17,868 $9.80 $175K
Grant/Award Common Stock 1,743 $9.80 $17K
Tax Withholding Common Stock 971 $9.80 $10K
Tax Withholding Common Stock 422 $9.80 $4K
Grant/Award Common Stock 3,375 $5.06 $17K
Holdings After Transaction: Common Stock — 71,243 shares (Direct, null)
Footnotes (1)
  1. Shares traded back to the Company to cover tax liability for vested stock awards. Shares traded back to the Company to cover tax liability for vested stock awards.
April 1 stock grant 3,375 shares at $5.06 Grant of common stock on April 1, 2026
May 15 major grant 17,868 shares at $9.80 Grant of common stock on May 15, 2026
May 15 additional grant 1,743 shares at $9.80 Additional stock award on May 15, 2026
Tax-withholding disposition 1 422 shares at $9.80 Shares returned to company for tax liability on May 15, 2026
Tax-withholding disposition 2 971 shares at $9.80 Additional tax-withholding transfer on May 15, 2026
Total tax-withholding shares 1,393 shares Shares traded back to cover tax liabilities for vested awards
tax-withholding disposition financial
"transaction_action: "tax-withholding disposition""
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
Grant, award, or other acquisition financial
"transaction_code_description: "Grant, award, or other acquisition""
Form 4 regulatory
"INSIDER FILING DATA (Form 4)"
Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.
Shares traded back to the Company financial
"Footnote: "Shares traded back to the Company to cover tax liability""
Form 4 Insider Transactions: What Each Field Means →
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).
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*
Sickles Ken
(Last)(First)(Middle)
8500 SW CREEKSIDE PLACE
(Street)
BEAVERTON OREGON 97008
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Digimarc CORP [ DMRC ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP, Chief Product Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026		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 Stock04/01/202604/01/2026A3,375A$5.0653,375D
Common Stock05/15/202605/15/2026A17,868A$9.871,243D
Common Stock05/15/202605/15/2026A1,743A$9.872,986D
Common Stock05/15/202605/15/2026F971(1)D$9.872,015D
Common Stock05/15/202605/15/2026F422(2)D$9.871,593D
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
Explanation of Responses:
1. Shares traded back to the Company to cover tax liability for vested stock awards.
2. Shares traded back to the Company to cover tax liability for vested stock awards.
Remarks:
On May 15, 2026, Digimarc Parent, Inc. (which subsequently changed its name to Digimarc Corporation) ("New Digimarc") became the successor of Digimarc Corporation (which became a wholly-owned subsidiary of New Digimarc and was converted to an Oregon limited liability company) ("Old Digimarc") pursuant to an agreement and plan of reorganization, including an agreement and plan of merger attached thereto. The merger and reorganization resulted in New Digimarc's becoming a parent holding company of Old Digimarc, but did not alter the proportionate interests of security holders.
/s/ Ken Sickles05/18/2026
** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Digimarc (DMRC) report for Ken Sickles?

Ken Sickles reported stock awards and tax-related share withholdings. He received multiple grants of Digimarc common stock and returned a smaller number of shares to the company to cover tax liabilities on vested awards, with no open-market buying or selling disclosed.

How many Digimarc (DMRC) shares were granted to Ken Sickles in this Form 4?

The filing shows grants totaling 22,986 shares of common stock. These include 3,375 shares on April 1, 2026 at $5.06 per share and two grants of 17,868 and 1,743 shares on May 15, 2026 at $9.80 per share.

Were any Digimarc (DMRC) shares sold on the open market in this Form 4?

No open-market sales are indicated. The only disposals are Form 4 code F transactions, where 422 and 971 shares were traded back to Digimarc at $9.80 per share specifically to cover tax liabilities on vested stock awards.

What does the tax-withholding disposition mean in the Digimarc (DMRC) Form 4?

Tax-withholding dispositions occur when shares are returned to the issuer to pay taxes on equity awards. Here, 1,393 Digimarc shares were traded back to the company to cover tax liabilities for vested stock awards, rather than being sold on the open market.

What role does Ken Sickles hold at Digimarc (DMRC) in this Form 4?

Ken Sickles is identified as an officer of Digimarc, serving as EVP, Chief Product Officer. The reported transactions reflect his compensation-related stock awards and related tax-withholding share transfers, all held under direct ownership in his name.