STOCK TITAN

Tax-driven stock sales by major Ginkgo Bioworks (DNA) holder Barry Canton

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

Rhea-AI Filing Summary

Ginkgo Bioworks Holdings, Inc. 10% owner Barry Canton reported compensation-related stock activity tied to performance-based restricted stock units (PSUs). On April 7 and 8, 2026, he exercised 55,476 PSUs at $0.00 per unit, receiving the same number of Class A Common shares.

According to the disclosure, 26,271 Class A shares were then sold in open-market transactions at prices of $6.93 and $6.397 per share to cover tax withholding obligations upon PSU vesting. The filing notes these “sell to cover” trades are not discretionary. After these transactions, Canton directly held 338,568 Class A Common shares.

The PSUs stem from an 82,800-unit grant made on June 19, 2025, based on a company-wide cash flow reduction target for the period from January 1, 2025 to December 31, 2025. The total PSUs vested reflect performance at 67% of target, as certified by the board’s Compensation Committee.

Positive

  • None.

Negative

  • None.
Insider Canton Barry
Role 10% Owner
Sold 26,271 shs ($175K)
Type Security Shares Price Value
Sale Class A Common Stock 13,116 $6.397 $84K
Exercise Performance-Based Restricted Stock Unit 27,738 $0.00 --
Exercise Class A Common Stock 27,738 $0.00 --
Sale Class A Common Stock 13,155 $6.93 $91K
Exercise Performance-Based Restricted Stock Unit 27,738 $0.00 --
Exercise Class A Common Stock 27,738 $0.00 --
Holdings After Transaction: Class A Common Stock — 338,568 shares (Direct); Performance-Based Restricted Stock Unit — 0 shares (Direct)
Footnotes (1)
  1. Each performance-based restricted stock unit ("PSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock. Represents shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of PSUs. Sales to cover tax withholding obligations in connection with the vesting of such securities do not represent discretionary trades by the Reporting Person. The Issuer's equity incentive plans allow the Issuer to require that satisfaction of tax withholding obligations be funded by a "sell to cover" transaction. On June 19, 2025, the Reporting Person was granted 82,800 PSUs based on a company-wide cash flow reduction target over a one-year period beginning on January 1, 2025 and ending on December 31, 2025. The total number of vested PSUs distributed by Issuer on April 7, 2026 and April 8, 2026 in the form of Class A Common Stock reflects actual performance equal to 67% of target performance, as certified by the Compensation Committee of the Board of Directors.
Shares sold to cover taxes 26,271 shares Class A Common Stock sold in April 2026 to cover PSU tax withholding
Sale prices $6.93 and $6.397 per share Open-market sales of Class A Common Stock on April 8 and 9, 2026
PSUs exercised 55,476 units Performance-based restricted stock units converted to Class A Common Stock
PSU grant size 82,800 units Performance-based restricted stock units granted on June 19, 2025
Performance vs. target 67% Actual performance relative to PSU target as certified by Compensation Committee
Shares held after transactions 338,568 shares Barry Canton’s direct Class A Common Stock holdings following April 2026 trades
Performance-Based Restricted Stock Unit financial
"Each performance-based restricted stock unit ("PSU") represents a contingent right to receive one share..."
A performance-based restricted stock unit is a promise of company shares given to an employee that only becomes actual stock if specific performance targets are met and any required time at the company is completed. For investors, these awards matter because they can dilute existing shares when earned and signal management’s confidence or the company’s expected future performance, much like a bonus cheque that only clears when pre-set goals are reached.
PSU financial
"Each performance-based restricted stock unit ("PSU") represents a contingent right..."
A PSU is a company where the government owns a controlling stake and often plays a direct role in its management and strategy. Think of it like a business that operates with public oversight, similar to a town-run utility versus a private neighborhood service. Investors watch PSUs differently because government involvement can affect profits, dividend policies, regulatory treatment and stability, so these stocks may behave more like policy instruments than pure market-driven enterprises.
sell to cover financial
"The Issuer's equity incentive plans allow the Issuer to require that satisfaction of tax withholding obligations be funded by a "sell to cover" transaction."
Sell to cover is when a person who receives company stock through options or awards sells just enough shares immediately to pay required taxes, exercise costs, or fees, keeping the rest. Think of it like cashing part of a bonus to cover the tax bill so you can keep the remainder. For investors, it can create predictable small selling pressure and slightly change the number of shares actually held by insiders without increasing long‑term dilution.
equity incentive plans financial
"The Issuer's equity incentive plans allow the Issuer to require that satisfaction of tax withholding obligations..."
Equity incentive plans are company programs that pay employees, executives, or directors with company stock, stock options, or share units instead of or in addition to cash, aiming to align their interests with shareholders—like giving team members a stake in the house they help build. For investors this matters because such plans can motivate better company performance but also dilute existing ownership and increase reported compensation costs, so they affect future earnings, voting power, and share value.
cash flow reduction target financial
"based on a company-wide cash flow reduction target over a one-year period beginning on January 1, 2025..."
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*
Canton Barry

(Last)(First)(Middle)
C/O GINKGO BIOWORKS HOLDINGS
27 DRYDOCK AVENUE

(Street)
BOSTON MASSACHUSETTS 02210

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Ginkgo Bioworks Holdings, Inc. [ DNA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/07/2026
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
Class A Common Stock04/07/2026M(1)27,738A(1)337,101D
Class A Common Stock04/08/2026M(1)27,738A(1)364,839D
Class A Common Stock04/08/2026S(2)13,155D$6.93351,684D
Class A Common Stock04/09/2026S(2)13,116D$6.397338,568D
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
Performance-Based Restricted Stock Unit(1)04/07/2026M(1)27,738 (3) (3)Class A Common Stock27,738(1)27,738D
Performance-Based Restricted Stock Unit(1)04/08/2026M(1)27,738 (3) (3)Class A Common Stock27,738(1)0D
Explanation of Responses:
1. Each performance-based restricted stock unit ("PSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock.
2. Represents shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of PSUs. Sales to cover tax withholding obligations in connection with the vesting of such securities do not represent discretionary trades by the Reporting Person. The Issuer's equity incentive plans allow the Issuer to require that satisfaction of tax withholding obligations be funded by a "sell to cover" transaction.
3. On June 19, 2025, the Reporting Person was granted 82,800 PSUs based on a company-wide cash flow reduction target over a one-year period beginning on January 1, 2025 and ending on December 31, 2025. The total number of vested PSUs distributed by Issuer on April 7, 2026 and April 8, 2026 in the form of Class A Common Stock reflects actual performance equal to 67% of target performance, as certified by the Compensation Committee of the Board of Directors.
Remarks:
/s/ Karen Tepichin, Attorney-in-Fact04/10/2026
** 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 did Ginkgo Bioworks (DNA) insider Barry Canton report in this Form 4?

Barry Canton reported vesting and exercise of performance-based restricted stock units and related share sales. He exercised 55,476 PSUs into Class A Common Stock, then sold 26,271 shares to cover tax withholding obligations, leaving him with 338,568 directly held shares.

How many Ginkgo Bioworks (DNA) shares did Barry Canton sell and at what prices?

Barry Canton sold 26,271 Ginkgo Bioworks Class A shares in total. The sales occurred in two blocks: 13,155 shares at $6.93 per share and 13,116 shares at $6.397 per share, specifically to fund tax withholding on vested performance-based restricted stock units.

Were Barry Canton's Ginkgo Bioworks (DNA) stock sales discretionary trades?

The filing states these were not discretionary trades. The 26,271 Ginkgo Bioworks shares were sold under a “sell to cover” arrangement to satisfy tax withholding obligations arising from the vesting of performance-based restricted stock units under the company’s equity incentive plans.

How many performance-based restricted stock units vested for Barry Canton at Ginkgo Bioworks (DNA)?

Barry Canton had 55,476 performance-based restricted stock units vest, which were exercised into an equal number of Class A shares. This vesting represents 67% of the original 82,800 PSU grant, reflecting company performance against a cash flow reduction target for 2025.

What performance conditions were tied to Barry Canton's Ginkgo Bioworks (DNA) PSU grant?

The PSU grant of 82,800 units, awarded June 19, 2025, was based on a company-wide cash flow reduction target over January 1 to December 31, 2025. The Compensation Committee certified performance at 67% of target, driving the 55,476-unit vesting disclosed.

How many Ginkgo Bioworks (DNA) shares does Barry Canton hold after these transactions?

After exercising performance-based restricted stock units and selling shares to cover taxes, Barry Canton directly holds 338,568 shares of Ginkgo Bioworks Class A Common Stock. This figure reflects his position following the April 7–9, 2026 transactions reported in the Form 4.