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Digimarc (NASDAQ: DMRC) CTO reports stock awards and tax-withholding share returns

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

Rhea-AI Filing Summary

Digimarc CORP executive Tony Rodriguez reported routine equity compensation activity and related tax withholding. On May 15, 2026, he received stock awards of 22,716 shares and 1,743 shares of Common Stock at $9.80 per share, and on April 1, 2026 he received 3,375 shares at $5.06 per share. To cover tax liabilities on vested stock awards, 1,180 shares and 617 shares were traded back to the company at $9.80 per share as tax-withholding dispositions. After these transactions, Rodriguez directly held 91,132 shares of Digimarc Common Stock.

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Insider Rodriguez Tony
Role EVP, Chief Technology Officer
Type Security Shares Price Value
Grant/Award Common Stock 22,716 $9.80 $223K
Grant/Award Common Stock 1,743 $9.80 $17K
Tax Withholding Common Stock 617 $9.80 $6K
Tax Withholding Common Stock 1,180 $9.80 $12K
Grant/Award Common Stock 3,375 $5.06 $17K
Holdings After Transaction: Common Stock — 89,389 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.
Tax-withholding shares 1,180 shares at $9.80 Common Stock traded back to company on May 15, 2026
Additional tax-withholding shares 617 shares at $9.80 Common Stock traded back to company on May 15, 2026
Large stock award 22,716 shares at $9.80 Grant/award acquisition on May 15, 2026
Additional stock award 1,743 shares at $9.80 Grant/award acquisition on May 15, 2026
Prior stock award 3,375 shares at $5.06 Grant/award acquisition on April 1, 2026
Post-transaction holdings 91,132 shares Common Stock directly held after reported transactions
tax-withholding disposition financial
"transaction_action: "tax-withholding disposition" for code F entries"
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 acquisition financial
"transaction_action: "grant/award acquisition" for code A entries"
Common Stock financial
"security_title: "Common Stock" in each non-derivative transaction"
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.
vested stock awards financial
"Shares traded back to the Company to cover tax liability for vested stock awards."
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.
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*
Rodriguez Tony
(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 Technology 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$5.0666,673D
Common Stock05/15/202605/15/2026A22,716A$9.889,389D
Common Stock05/15/202605/15/2026A1,743A$9.891,132D
Common Stock05/15/202605/15/2026F617(1)D$9.890,515D
Common Stock05/15/202605/15/2026F1,180(2)D$9.889,335D
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/ Tony Rodriguez05/18/2026
** 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) CTO Tony Rodriguez report?

Tony Rodriguez reported stock awards and tax-related share returns. He received 22,716 and 1,743 Digimarc Common Stock shares on May 15, 2026, plus 3,375 shares on April 1, 2026, and traded back 1,180 and 617 shares to cover tax liabilities.

Were Tony Rodriguez’s Digimarc (DMRC) Form 4 transactions open-market buys or sells?

The Form 4 shows no open-market buys or sells. Reported transactions are stock awards (code A) and tax-withholding dispositions (code F), where 1,180 and 617 shares were traded back to Digimarc to cover tax liabilities on vested stock awards.

How many Digimarc (DMRC) shares did Tony Rodriguez receive as awards?

Rodriguez received multiple stock awards. On May 15, 2026, he acquired 22,716 and 1,743 shares of Digimarc Common Stock at $9.80 per share, and on April 1, 2026, he acquired 3,375 shares at $5.06 per share as grant or award acquisitions.

How many Digimarc (DMRC) shares were used to cover Tony Rodriguez’s tax liabilities?

Rodriguez used shares to cover tax liabilities on vested stock awards. Two Form 4 transactions with code F show 1,180 shares and 617 shares of Digimarc Common Stock traded back to the company at $9.80 per share for tax withholding.

What is Tony Rodriguez’s Digimarc (DMRC) shareholding after these Form 4 transactions?

Following the reported transactions, Tony Rodriguez directly held 91,132 shares of Digimarc Common Stock. This post-transaction figure reflects the net result after his stock award grants and the shares traded back to the company for tax withholding.