STOCK TITAN

Flywire CEO sells 112,500 shares around $18

Flywire CEO Michael Massaro had shares withheld for taxes and sold additional shares under a Rule 10b5-1 trading plan.

(Very High)
(Negative)
Form Type
4

Rhea-AI Filing Summary

Flywire Corp (FLYW) reported that Chief Executive Officer and director Michael Massaro disposed of Voting Common Stock on September 1, 2026. 39,993 shares were withheld at $18.185 per share to cover income tax obligations on net-settled restricted stock units, which was not an open-market sale, and 112,500 shares were sold at a weighted-average price of $18.3883 per share under a previously adopted Rule 10b5-1 trading plan. The filing also notes indirect holdings in family trusts for which Massaro disclaims beneficial ownership except for any pecuniary interest.

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Insights

Analyzing...

Insider Massaro Michael
Role Chief Executive Officer
Sold 112,500 shs ($2.07M)
Type Security Shares Price Value
Tax Withholding Voting Common Stock F1 39,993 $18.185 $727K
Sale Voting Common Stock F2, F3 112,500 $18.3883 $2.07M
holding Voting Common Stock F4 -- -- --
holding Voting Common Stock F5 -- -- --
Holdings After Transaction: Voting Common Stock — 2,400,558 shares (Direct); Voting Common Stock — 499,741 shares (Indirect, See footnote)
Footnotes (5)
  1. F1. Represents the number of shares of common stock that have been withheld by the Issuer to satisfy its income tax withholding and remittance obligations in connection with the net settlement of certain time-based restricted stock unit awards and does not represent an open market sale.
  2. F2. Shares were sold pursuant to a previously adopted Rule 10b5-1 trading plan.
  3. F3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $18.11 to $18.77, inclusive. The Reporting Person has provided to the Issuer and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range.
  4. F4. The shares are held by the M Massaro Trust, of which the Reporting Person's spouse is a trustee. The Reporting Person disclaims beneficial ownership of these shares and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such shares for purposes of Section 16 or for any other purpose, except to the extent of the Reporting Person's pecuniary interests therein, if any.
  5. F5. The shares are held by the Michael P. Massaro 2021 Irrevocable Trust, of which the Reporting Person's spouse is a trustee. The Reporting Person disclaims beneficial ownership of these shares and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such shares for purposes of Section 16 or for any other purpose, except to the extent of the Reporting Person's pecuniary interests therein, if any.
Shares withheld for taxes 39,993 shares Voting Common Stock withheld on September 1, 2026 to satisfy income tax obligations on RSUs
Tax withholding price $18.185 per share Price used for withholding 39,993 shares of Voting Common Stock
Shares sold 112,500 shares Voting Common Stock sold on September 1, 2026
Weighted average sale price $18.3883 per share Weighted average price for 112,500 shares sold, with trades from $18.11 to $18.77
Rule 10b5-1 trading plan regulatory
"Shares were sold pursuant to a previously adopted Rule 10b5-1 trading plan"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
weighted average price financial
"The price reported in Column 4 is a weighted average price"
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
net settlement financial
"in connection with the net settlement of certain time-based restricted stock unit awards"
restricted stock unit financial
"net settlement of certain time-based restricted stock unit awards"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
pecuniary interests financial
"except to the extent of the Reporting Person's pecuniary interests therein"

FAQ

What insider transactions did FLYW CEO Michael Massaro report on September 1, 2026?

Michael Massaro reported two transactions in Flywire Corp (FLYW) Voting Common Stock on September 1, 2026: 39,993 shares withheld to satisfy income tax obligations on RSUs and an open-market or private sale of 112,500 shares at a weighted-average price of $18.3883 per share.

Were Michael Massaro’s September 2026 FLYW share sales under a Rule 10b5-1 plan?

Yes. The filing states that the 112,500 shares of Flywire (FLYW) Voting Common Stock sold on September 1, 2026 were sold pursuant to a previously adopted Rule 10b5-1 trading plan, indicating the trades followed a pre-arranged trading program.

Did the 39,993 FLYW shares reported by Michael Massaro involve an open-market sale?

No. The 39,993 shares of Flywire (FLYW) common stock were withheld by the issuer to satisfy income tax withholding and remittance obligations related to net settlement of restricted stock units, and the filing specifies this does not represent an open market sale.

What price did Michael Massaro receive for the 112,500 FLYW shares sold?

For the 112,500 shares of Flywire (FLYW) Voting Common Stock sold on September 1, 2026, the filing reports a weighted average price of $18.3883 per share, with individual trade prices ranging from $18.11 to $18.77 per share.

Does Michael Massaro have indirect holdings of FLYW shares through trusts?

Yes. The filing notes shares held by the M Massaro Trust and the Michael P. Massaro 2021 Irrevocable Trust, where his spouse is a trustee. Massaro disclaims beneficial ownership of these shares except for any pecuniary interests he may have.

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Learn about SEC filing dates
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).
X
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*
Massaro Michael

(Last)(First)(Middle)
C/O FLYWIRE CORPORATION
141 TREMONT STREET, SUITE 10

(Street)
BOSTON MASSACHUSETTS 02111

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Flywire Corp [ FLYW ]
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)
09/01/2026
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
Voting Common Stock09/01/2026F39,993(1)D$18.1852,513,058D
Voting Common Stock09/01/2026S(2)112,500D$18.3883(3)2,400,558D
Voting Common Stock192,193ISee footnote(4)
Voting Common Stock307,548ISee footnote(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. Represents the number of shares of common stock that have been withheld by the Issuer to satisfy its income tax withholding and remittance obligations in connection with the net settlement of certain time-based restricted stock unit awards and does not represent an open market sale.
2. Shares were sold pursuant to a previously adopted Rule 10b5-1 trading plan.
3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $18.11 to $18.77, inclusive. The Reporting Person has provided to the Issuer and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range.
4. The shares are held by the M Massaro Trust, of which the Reporting Person's spouse is a trustee. The Reporting Person disclaims beneficial ownership of these shares and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such shares for purposes of Section 16 or for any other purpose, except to the extent of the Reporting Person's pecuniary interests therein, if any.
5. The shares are held by the Michael P. Massaro 2021 Irrevocable Trust, of which the Reporting Person's spouse is a trustee. The Reporting Person disclaims beneficial ownership of these shares and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such shares for purposes of Section 16 or for any other purpose, except to the extent of the Reporting Person's pecuniary interests therein, if any.
Remarks:
/s/ Michael Massaro09/03/2026
** 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)