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[Form 4] Figure Technology Solutions, Inc. Insider Trading Activity

Filing Impact
(High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Figure Technology Solutions insider transactions by CEO/director Michael B. Tannenbaum: The filing reports equity activity on 07/31/2025 and 09/12/2025. On 07/31/2025 the reporting person was issued a stock option for 530,135 shares with a $10.51 exercise price exercisable immediately and expiring 07/31/2035. On 09/12/2025 preferred shares automatically converted into 8,263 Class A shares and the reporting person reached 5,126,537 shares beneficially owned before subsequent transactions that day. Also on 09/12/2025 736,790 shares were withheld to satisfy tax withholding related to RSU vesting (not a market sale) and 297,171 shares were sold at $25 per share, leaving 4,092,576 Class A shares beneficially owned after the reported transactions.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Insider exercised options and reduced holdings via a sale and tax-withholding; transactions are routine for post-IPO vesting.

The 07/31/2025 option grant/exercise of 530,135 shares at a $10.51 exercise price increases potential dilution but is standard for executive compensation. The 09/12/2025 entries show an automatic conversion of preferred to 8,263 Class A shares, withholding of 736,790 shares to cover taxes related to RSU vesting, and a reported sale of 297,171 shares at $25. The withholding is explicitly noted as not a market sale. Net beneficial ownership after these actions is reported as 4,092,576 Class A shares, with 530,135 options outstanding exercisable into the same class.

TL;DR: Transactions reflect compensation mechanics and typical insider liquidity following an IPO-related vesting schedule.

The filing documents conversion of preferred stock upon IPO, routine RSU tax withholding, and a partial sale. The option vesting schedule noted (one-quarter vested by 04/23/2025, remainder in 36 monthly installments) clarifies long-term alignment. All actions are reported under Section 16; disclosures appear complete and include an attorney-in-fact signature.

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*
Tannenbaum Michael Benjamin

(Last) (First) (Middle)
C/O FIGURE TECHNOLOGY SOLUTIONS, INC.
100 WEST LIBERTY STREET, SUITE 600

(Street)
RENO NV 89501

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Figure Technology Solutions, Inc. [ FIGR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
07/31/2025
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
Class A Common Stock 09/12/2025 C 8,263 A (1) 5,126,537 D
Class A Common Stock 09/12/2025 F 736,790(2) D $25 4,389,747 D
Class A Common Stock 09/12/2025 S 297,171 D $25 4,092,576 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
Stock Option $10.51 07/31/2025(3) A 530,135 (4) 07/31/2035 Class A Common Stock 530,135 $0 530,135 D
Series C-1 Preferred Stock (1) 09/12/2025 C 8,263 (1) (1) Class A Common Stock 8,263 (1) 0 D
Explanation of Responses:
1. Immediately prior to the closing of the Issuer's initial public offering, each share of preferred stock of the Issuer automatically converted into one share of Class A Common Stock.
2. Represents shares withheld to satisfy tax obligations in connection with vesting of the Reporting Person's restricted stock units. Not a market sale.
3. This transaction occurred prior to the Issuer's registration of a class of equity securities under Section 12 of the Securities Exchange Act of 1934, as amended, in connection with the Issuer's initial public offering, and is reported herein pursuant to Rule 16a-2(a).
4. The option vested with respect to one quarter of the underlying shares on April 23, 2025, and vests with respect to the remaining shares in 36 monthly installments thereafter.
Remarks:
/s/ Ronald Chillemi, Attorney-in-Fact 09/16/2025
** 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 insider transactions did Michael B. Tannenbaum report for FIGR?

The Form 4 reports an option for 530,135 shares exercisable 07/31/2025, conversion of 8,263 preferred into Class A shares, withholding of 736,790 shares for taxes, and sale of 297,171 shares at $25.

Did the filing indicate a market sale or tax withholding for the RSUs?

The filing expressly states the 736,790 shares were withheld to satisfy tax obligations in connection with RSU vesting and were not a market sale.

How many FIGR shares does the reporting person beneficially own after these transactions?

Following the reported transactions the filing shows the reporting person beneficially owned 4,092,576 Class A shares, plus 530,135 shares underlying options.

What are the terms of the reported stock option?

The reported stock option has an exercise price of $10.51, was reported on 07/31/2025, vests over time (one-quarter vested by 04/23/2025, remainder in 36 monthly installments) and expires on 07/31/2035.

At what price were shares sold per the Form 4?

The sale (transaction code S) on 09/12/2025 was reported at a price of $25 per share for 297,171 shares.
FIGURE TECHNOLOGY SOLUTIO

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