DigitalOcean director receives 434 fully vested RSUs as equity pay

DigitalOcean Holdings, Inc. reported that one of its directors received a grant of restricted stock units (RSUs) as part of non-employee director compensation.

Rhea-AI Filing Summary

DigitalOcean Holdings, Inc. reported that one of its directors received a grant of restricted stock units (RSUs) as part of non-employee director compensation. On 12/31/2025, the director was granted 434 RSUs, each representing one share of DigitalOcean common stock, in lieu of quarterly cash retainer fees. The grant value was set at $18,750, calculated using an average share price of $43.16 based on the prior 100 calendar days on the NYSE.

The RSUs underlying these 434 shares are fully vested as of the grant date, meaning the director has earned the right to receive all the shares, subject only to settlement mechanics. Following this grant, the director beneficially owns 28,380 shares of DigitalOcean common stock in total, held directly. This reflects routine equity-based compensation rather than an open-market purchase or sale.

Insider Trade Summary

Grant/Award: 434 shares

Grant/Award 1 txn

Insider SCHNEIDER HILARY

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	434	$43.16	$19K

Holdings After Transaction: Common Stock — 28,380 shares (Direct)

Footnotes (1)

1. F1. The security represents restricted stock units ("RSUs") granted to the Reporting Person. Each RSU represents a contingent right to receive one share of common stock of the Issuer. The RSUs were granted to the Reporting Person pursuant to the Issuer's non-employee director compensation policy in lieu of quarterly retainer fees. The number of shares of RSUs is equal to $18,750 divided by $43.16, the average of the closing price of the Issuer's common stock on the NYSE for the 100 calendar days prior to the date of grant. The shares underlying these RSUs are fully vested as of the date of grant.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider equity transaction did DigitalOcean (DOCN) disclose in this filing?

DigitalOcean disclosed that a director received a grant of 434 restricted stock units (RSUs) on 12/31/2025 as part of non-employee director compensation.

What was the dollar value and pricing basis of the RSU grant at DigitalOcean (DOCN)?

The RSU grant was valued at $18,750, calculated as $18,750 divided by $43.16, the average closing price of DigitalOcean’s common stock on the NYSE for the 100 calendar days before the grant date.

Are the newly granted RSUs to the DigitalOcean (DOCN) director vested?

Yes. The filing states that the 434 RSUs are fully vested as of the 12/31/2025 grant date.

Why did the DigitalOcean (DOCN) director receive RSUs instead of cash?

The RSUs were granted pursuant to DigitalOcean’s non-employee director compensation policy in lieu of quarterly retainer fees, substituting equity for cash compensation.

How many DigitalOcean (DOCN) shares does the director own after this RSU grant?

After the reported transaction, the director beneficially owns 28,380 shares of DigitalOcean common stock, held directly.

What does each RSU in the DigitalOcean (DOCN) grant represent?

Each RSU represents a contingent right to receive one share of DigitalOcean common stock, subject to the terms of the grant and plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 01/05/2026 - 04:11 PM Learn about SEC filing dates

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^*

SCHNEIDER HILARY

(Last) (First) (Middle)

C/O DIGITALOCEAN HOLDINGS, INC.

105 EDGEVIEW DRIVE, SUITE 425

(Street)

BROOMFIELD CO 80021

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
DigitalOcean Holdings, Inc. [ DOCN ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/31/2025

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	12/31/2025		A		434(1)	A	$43.16(1)	28,380	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. The security represents restricted stock units ("RSUs") granted to the Reporting Person. Each RSU represents a contingent right to receive one share of common stock of the Issuer. The RSUs were granted to the Reporting Person pursuant to the Issuer's non-employee director compensation policy in lieu of quarterly retainer fees. The number of shares of RSUs is equal to $18,750 divided by $43.16, the average of the closing price of the Issuer's common stock on the NYSE for the 100 calendar days prior to the date of grant. The shares underlying these RSUs are fully vested as of the date of grant.

Remarks:

	/s/ Amanda Barry, Attorney-in-Fact	01/05/2026
	** 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.