STOCK TITAN

[Form 4] FORUM MARKETS Inc Insider Trading Activity

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

Rhea-AI Filing Summary

Rudisill McAndrew reported acquisition or exercise transactions in this Form 4 filing.

FORUM MARKETS Inc Chief Executive Officer Rudisill McAndrew received a large equity grant in the form of common stock-based awards. The filing shows 1,884,979 shares of Common Stock as a grant or award at a stated price of $0.00 per share, bringing his directly held total to 1,884,979 shares.

Footnotes explain this consists of 1,130,987 shares underlying performance-based restricted stock units (PSUs) and 753,992 shares underlying restricted stock units (RSUs), each unit representing a contingent right to one share. The PSUs vest in three equal tranches if specified stock price targets are met within five years and certain dates are reached, subject to continued employment. The RSUs vest in one-third installments on August 1 of 2026, 2027 and 2028, also requiring continued employment.

The filing also lists indirect holdings of 3,773 shares each held by BER I LLC, GER I LLC and MRR I LLC, and 45,283 shares held by Pelagic Capital Advisors LLC. McAndrew is managing partner or founder of these entities and may be deemed to beneficially own their holdings, but he disclaims beneficial ownership except to the extent of his pecuniary interest.

Positive

  • None.

Negative

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Insights

CEO receives a sizable stock-based compensation grant, largely performance- and time-vested.

The CEO of FORUM MARKETS Inc was granted 1,884,979 shares of Common Stock in the form of PSUs and RSUs at a stated price of $0.00 per share. This is compensation, not an open-market purchase, so it does not signal a discretionary buy.

The award is heavily contingent: 1,130,987 PSUs vest only if specified stock price targets are met within five years after grant and certain dates are reached, while 753,992 RSUs vest in thirds on August 1, 2026, 2027 and 2028, all subject to continued employment. This structure ties much of the CEO’s potential equity to both service and performance outcomes.

The filing also notes indirect holdings in several LLCs and Pelagic Capital Advisors LLC, with standard disclaimers that McAndrew may be deemed to beneficially own those securities but disclaims beneficial ownership beyond his pecuniary interest. Overall, this looks like a significant but conventional equity incentive package, with its impact depending on future vesting conditions being met.

Insider Rudisill McAndrew
Role Chief Executive Officer
Type Security Shares Price Value
Grant/Award Common Stock 1,884,979 $0.00 --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 1,884,979 shares (Direct); Common Stock — 3,773 shares (Indirect, By BER I LLC)
Footnotes (1)
  1. Consists of (i) 1,130,987 shares of Common Stock underlying performance-based restricted stock units ("PSUs") and (ii) 753,992 shares of Common Stock underlying restricted stock units ("RSUs"). Each PSU and RSU represents a contingent right to receive one share of Common Stock. The PSUs consist of three equal tranches, each of which vests on the later of the date that (a) a specified Issuer stock price performance target is met within five years after the grant date and (b) a specified date, subject to the Reporting Person's continued employment through such later date. The RSUs will vest in one-third installments on August 1 of each of 2026, 2027 and 2028, subject to the Reporting Person's continued employment through each such date. The Reporting Person is the managing partner of BER I LLC ("BER"), and therefore may be deemed to beneficially own the securities held by BER. Mr. Rudisill disclaims beneficial ownership of the shares of common stock owned directly by BER, except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose. The Reporting Person is the managing partner of GER I LLC ("GER"), and therefore may be deemed to beneficially own the securities held by GER. Mr. Rudisill disclaims beneficial ownership of the shares of common stock owned directly by GER, except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose. The Reporting Person is the managing partner of MRR I LLC ("MRR"), and therefore may be deemed to beneficially own the securities held by MRR. Mr. Rudisill disclaims beneficial ownership of the shares of common stock owned directly by MRR, except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose. The Reporting Person is the managing partner and founder of Pelagic Capital Advisors LLC ("Pelagic"), and therefore may be deemed to beneficially own the securities held by Pelagic. Mr. Rudisill disclaims beneficial ownership of the shares of common stock owned directly by Pelagic, except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
Total equity grant 1,884,979 shares Common Stock grant/award at $0.00 per share to CEO
Performance-based PSUs 1,130,987 shares Underlying PSUs contingent on stock price targets within five years
Time-vested RSUs 753,992 shares RSUs vesting in thirds on August 1, 2026, 2027, 2028
Indirect BER I LLC holding 3,773 shares Common Stock held by BER I LLC, with deemed beneficial ownership
Indirect GER I LLC holding 3,773 shares Common Stock held by GER I LLC, with deemed beneficial ownership
Indirect MRR I LLC holding 3,773 shares Common Stock held by MRR I LLC, with deemed beneficial ownership
Pelagic Capital Advisors holding 45,283 shares Common Stock held indirectly via Pelagic Capital Advisors LLC
Direct holdings after grant 1,884,979 shares Total Common Stock directly held by CEO after transaction
performance-based restricted stock units financial
"Consists of (i) 1,130,987 shares of Common Stock underlying performance-based restricted stock units ("PSUs")"
Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.
restricted stock units financial
"and (ii) 753,992 shares of Common Stock underlying restricted stock units ("RSUs")"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
contingent right financial
"Each PSU and RSU represents a contingent right to receive one share of Common Stock."
pecuniary interest financial
"except to the extent of his pecuniary interest therein and this report shall not be deemed an admission"
beneficial ownership financial
"may be deemed to beneficially own the securities held by BER"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
Section 16 regulatory
"for purposes of Section 16 or for any other purpose."
Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.
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*
Rudisill McAndrew

(Last)(First)(Middle)
2875 SOUTH OCEAN BLVD, SUITE 200

(Street)
PALM BEACH FLORIDA 33480

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
FORUM MARKETS Inc [ FRMM ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/02/2026
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 Stock04/02/2026A1,884,979(1)A$0.001,884,979D
Common Stock3,773IBy BER I LLC(2)
Common Stock3,773IBy GER I LLC(3)
Common Stock3,773IBy MRR I LLC(4)
Common Stock45,283IBy Pelagic Capital Advisors LLC(5)
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. Consists of (i) 1,130,987 shares of Common Stock underlying performance-based restricted stock units ("PSUs") and (ii) 753,992 shares of Common Stock underlying restricted stock units ("RSUs"). Each PSU and RSU represents a contingent right to receive one share of Common Stock. The PSUs consist of three equal tranches, each of which vests on the later of the date that (a) a specified Issuer stock price performance target is met within five years after the grant date and (b) a specified date, subject to the Reporting Person's continued employment through such later date. The RSUs will vest in one-third installments on August 1 of each of 2026, 2027 and 2028, subject to the Reporting Person's continued employment through each such date.
2. The Reporting Person is the managing partner of BER I LLC ("BER"), and therefore may be deemed to beneficially own the securities held by BER. Mr. Rudisill disclaims beneficial ownership of the shares of common stock owned directly by BER, except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
3. The Reporting Person is the managing partner of GER I LLC ("GER"), and therefore may be deemed to beneficially own the securities held by GER. Mr. Rudisill disclaims beneficial ownership of the shares of common stock owned directly by GER, except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
4. The Reporting Person is the managing partner of MRR I LLC ("MRR"), and therefore may be deemed to beneficially own the securities held by MRR. Mr. Rudisill disclaims beneficial ownership of the shares of common stock owned directly by MRR, except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
5. The Reporting Person is the managing partner and founder of Pelagic Capital Advisors LLC ("Pelagic"), and therefore may be deemed to beneficially own the securities held by Pelagic. Mr. Rudisill disclaims beneficial ownership of the shares of common stock owned directly by Pelagic, except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
/s/ McAndrew Rudisill04/03/2026
** 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 FORUM MARKETS (FRMM) CEO Rudisill McAndrew receive in this Form 4 filing?

Rudisill McAndrew received a grant of 1,884,979 shares of Common Stock as stock-based compensation at a stated price of $0.00 per share. This consists of performance-based restricted stock units and time-vested restricted stock units, rather than an open-market stock purchase.

How are the PSUs granted to FORUM MARKETS CEO Rudisill McAndrew structured?

The grant includes 1,130,987 shares underlying performance-based restricted stock units. These PSUs vest in three equal tranches when specified FORUM MARKETS stock price targets are met within five years after the grant date and certain dates are reached, subject to McAndrew’s continued employment.

When will the RSUs granted to FORUM MARKETS (FRMM) CEO vest?

The 753,992 shares underlying restricted stock units vest in three equal installments. They are scheduled to vest on August 1 of 2026, 2027 and 2028, provided Rudisill McAndrew remains employed with FORUM MARKETS through each relevant vesting date.

Does the FORUM MARKETS CEO hold any shares indirectly through other entities?

Yes. The filing lists 3,773 shares each held by BER I LLC, GER I LLC and MRR I LLC, and 45,283 shares held by Pelagic Capital Advisors LLC. McAndrew is managing partner or founder of these entities and may be deemed to beneficially own their holdings, subject to standard disclaimers.

Is the FORUM MARKETS CEO’s equity grant an open-market stock purchase?

No. The Form 4 classifies the 1,884,979-share transaction under code A as a grant, award or other acquisition at a stated price of $0.00 per share. It reflects stock-based compensation, not cash spent by the CEO to buy shares in the market.

What conditions must be met for FORUM MARKETS CEO PSUs to vest?

Each PSU tranche vests only when two conditions are satisfied. A specified FORUM MARKETS stock price performance target must be met within five years after the grant date, and a specified date must also be reached, with McAndrew remaining employed through that later date.