Digimarc (DMRC) CFO acquires shares under employee stock purchase plan

Rhea-AI Filing Summary

Digimarc Corp executive Charles Beck, EVP and Chief Financial Officer, acquired 2,767 shares of common stock on June 15, 2026. The shares were purchased at $6.80 per share through the company’s Employee Stock Purchase Plan at a price equal to 85% of the lower fair market value on December 15, 2025 or June 15, 2026. After this transaction, Beck directly holds 120,077 shares of Digimarc common stock, reflecting ongoing participation in an employee share purchase program rather than an open-market trade.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Beck Charles

Role EVP, Chief Financial Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	2,767	$6.80	$19K

Holdings After Transaction: Common Stock — 120,077 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Shares acquired: 2,767 shares Purchase price: $6.80 per share Post-transaction holdings: 120,077 shares +1 more

4 metrics

Shares acquired 2,767 shares Non-derivative acquisition on June 15, 2026

Purchase price $6.80 per share Employee Stock Purchase Plan pricing

Post-transaction holdings 120,077 shares Direct ownership after ESPP purchase

ESPP discount 85% of lower FMV Lower of fair market value on 12/15/2025 or 6/15/2026

Key Terms

Employee Stock Purchase Plan, fair market value, Grant, award, or other acquisition, Common Stock

4 terms

Employee Stock Purchase Plan financial

"Represents shares purchased pursuant to the issuer's Employee Stock Purchase Plan at a price equal to 85%..."

An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.

fair market value financial

"at a price equal to 85% of the lower of the fair market value on 12/15/2025 or 6/15/2026"

The price a willing buyer and a willing seller would agree on for an asset or security when neither is under pressure and both have access to the same information. Think of it as the market’s neutral estimate of what something is worth, like the price two neighbors would settle on for a car after comparing similar listings. Investors care because fair market value guides buying and selling decisions, tax reporting, portfolio valuation, and how accurately company assets are reflected in financial statements.

Grant, award, or other acquisition financial

"transaction_code_description: Grant, award, or other acquisition"

Common Stock financial

"security_title: Common Stock"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

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Form 4 Insider Transactions: What Each Field Means →

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

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^*

Beck Charles

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/15/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/15/2026		A		2,767	A	$6.8(1)	120,077	D

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

Explanation of Responses:

1. Represents shares purchased pursuant to the issuer's Employee Stock Purchase Plan at a price equal to 85% of the lower of the fair market value on 12/15/2025 or 6/15/2026.

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/ Charles Beck	06/16/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did Digimarc (DMRC) CFO Charles Beck report in this Form 4?

Digimarc CFO Charles Beck reported acquiring 2,767 shares of common stock. The shares were obtained through the company’s Employee Stock Purchase Plan at a discounted price, reflecting a compensation-related purchase rather than a discretionary open-market trade.

How many Digimarc shares did the CFO acquire and at what price?

Charles Beck acquired 2,767 Digimarc common shares at $6.80 per share. The purchase occurred under the Employee Stock Purchase Plan, which uses a discounted price formula based on the lower of two fair market value dates.

How many Digimarc (DMRC) shares does the CFO hold after this transaction?

After the transaction, Charles Beck directly holds 120,077 shares of Digimarc common stock. This total reflects his updated ownership following the 2,767-share Employee Stock Purchase Plan purchase reported in the Form 4 filing.

Was the Digimarc CFO’s share acquisition an open-market purchase?

No, the Digimarc CFO’s share acquisition was not an open-market purchase. The 2,767 shares were bought through the issuer’s Employee Stock Purchase Plan, using a formula price rather than a standard market transaction on the open market.

How was the purchase price for the Digimarc CFO’s shares determined?

The price was set at 85% of the lower fair market value on December 15, 2025 or June 15, 2026. This discount formula is specified in Digimarc’s Employee Stock Purchase Plan and determines the $6.80 per share purchase price for the reported transaction.

Does this Digimarc Form 4 indicate any derivative exercises or option activity?

This Form 4 does not show any derivative or option exercises. It reports only a single non-derivative transaction, where the CFO acquired 2,767 common shares through the Employee Stock Purchase Plan, with no remaining derivative positions listed in the filing.