Equitable Holdings CEO executes 10b5-1 plan: option exercise and share sales

Rhea-AI Filing Summary

Mark Pearson, President and CEO of Equitable Holdings, Inc. (EQH), reported option exercises and open-market sales on a Form 4. On 09/18/2025 he exercised 27,200 employee stock options with a $23.18 exercise price, resulting in 27,200 shares issued. The same day he sold 39,551 shares at a weighted-average price of $54.2247. On 09/19/2025 he sold an additional 149 shares at $54.47. After these transactions he beneficially owned 690,529 shares (including restricted stock units). The sales and exercise were effected under a Rule 10b5-1 trading plan adopted on May 16, 2025. The Form 4 was signed by an attorney-in-fact on 09/19/2025.

Positive

• Transactions were executed under a Rule 10b5-1 trading plan, indicating scheduled and pre-authorized trading
• Option exercise converted 27,200 options into common shares, reflecting vested compensation realization
• Beneficial ownership remains substantial at 690,529 shares including restricted stock units

Negative

• Insider sold 39,700 shares (39,551 on 09/18/2025 and 149 on 09/19/2025), reducing direct holdings
• Open-market sales realized at prices $53.47–$54.4699, which investors may view as insider liquidity rather than conviction-increasing purchases

Insights

Financial Analyst

TL;DR: Routine option exercise and scheduled insider sales under a 10b5-1 plan; modestly dilutive but not an unexpected corporate event.

The reporting shows a vested option exercise of 27,200 shares at a $23.18 exercise price and subsequent open-market sales totaling 39,700 shares at ~ $54.22–$54.47. The exercise converted in-the-money options into common shares, while the sales reduced the insider's direct holding to 690,529 shares including RSUs. Because the transactions were executed under a pre-established Rule 10b5-1 plan adopted May 16, 2025, they appear to follow a scheduled disposition rather than ad hoc trading. From a financial perspective, these are standard executive compensation realizations and scheduled liquidity events, with no new debt, financing, or corporate-operating disclosures attached.

Corporate Governance Expert

TL;DR: Governance procedures observed; disclosures align with Section 16 and 10b5-1 compliance expectations.

The Form 4 discloses that the sales and option exercises were effected pursuant to a Rule 10b5-1 trading plan, indicating pre-clearance and an intent to avoid trading on material nonpublic information. The filing includes the attorney-in-fact signature, meeting procedural formalities. The remaining beneficial ownership is disclosed and includes restricted stock units, providing transparency on the reporting person’s continuing stake. No indications of unusual insider activity or departures from standard disclosure practice appear in the document.

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).

1. Name and Address of Reporting Person^*

Pearson Mark

(Last) (First) (Middle)

C/O EQUITABLE HOLDINGS, INC.

1345 AVENUE OF THE AMERICAS

(Street)

NEW YORK NY 10105

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Equitable Holdings, Inc. [ EQH ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/18/2025

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	09/18/2025		M		27,200(1)	A	$23.18	730,229(2)	D
Common Stock	09/18/2025		S		39,551(1)	D	$54.2247(3)	690,678(2)	D
Common Stock	09/19/2025		S		149(1)	D	$54.47	690,529(2)	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
Employee Stock Option (right to buy)	$23.18	09/18/2025		M			27,200(1)	(4)	02/26/2030	Common Stock	27,200	$0	272,000	D

Explanation of Responses:

1. The sales reported and options exercised on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 16, 2025.

2. Includes Restricted Stock Units.

3. This transaction was executed in multiple trades at prices ranging from $53.470 to $54.4699. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was affected.

4. Grant of employee stock option under the Issuer's 2019 Omnibus Incentive Plan exempt under Rule 16b-3. The options vested in three installments beginning on February 26, 2021.

Remarks:

	/s/ Michael Brudoley as attorney-in-fact for Mark Pearson	09/19/2025
	** 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.

FAQ

What did Mark Pearson report on the EQH Form 4?

He reported exercising 27,200 employee stock options on 09/18/2025 and selling a total of 39,700 shares across 09/18/2025 and 09/19/2025.

Were the sales part of a pre-arranged trading plan for EQH insider Mark Pearson?

Yes. The Form 4 states the sales and option exercises were effected pursuant to a Rule 10b5-1 trading plan adopted on May 16, 2025.

What prices were reported for the EQH share sales?

09/18/2025: weighted-average sale price of $54.2247 (individual trades ranged $53.470–$54.4699). 09/19/2025: sale at $54.47.

How many EQH shares does Mark Pearson beneficially own after these transactions?

690,529 shares (the filing notes this figure includes restricted stock units).

Who signed the Form 4 for Mark Pearson?

Michael Brudoley signed as attorney-in-fact on 09/19/2025.