FRGE: 155,935 RSUs Forfeited by Executive to Reallocate Shares

Rhea-AI Filing Summary

Forge Global Holdings, Inc. disclosed that an executive, Mr. Rodriques, voluntarily forfeited all 155,935 restricted stock units (RSUs) that were part of an RSU grant approved at the company’s 2023 annual meeting of stockholders. The filing states the forfeiture was for no consideration and that the forfeited shares will be available for the company to use to attract, motivate, and retain key personnel. The action reduces outstanding contingent equity under that grant and increases the pool of shares the company can reallocate for future compensation purposes.

Positive

• 155,935 RSUs forfeited are now available to reallocate for retention and hiring
• Forfeiture was voluntary and for no consideration, simplifying reissuance without cash cost

Negative

• None.

Insights

Compensation Analyst

Executive forfeited 155,935 RSUs, freeing shares for future hiring.

The forfeiture removes 155,935 RSUs tied to the grant approved at the 2023 annual meeting and makes those underlying shares available for reissuance. This is a direct, administrative change to the company’s equity awards rather than a cash expense impact.

Dependencies include the company’s future equity plan usage and any board approvals required to reassign shares. Watch upcoming proxy materials or equity-plan disclosures for how these shares are reallocated over the next 12 months.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): September 22, 2025

Forge Global Holdings, Inc.

(Exact name of registrant as specified in its charter)

Delaware			001-39794			99-4383083
(State or other jurisdiction of incorporation)			(Commission File Number)			(I.R.S. Employer Identification No.)

4 Embarcadero Center Floor 15 San Francisco, California (Address of principal executive offices) 94111 (Zip Code)

(415) 881-1612

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.0001 par value per share

FRGE

NYSE

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Voluntary Forfeiture of RSUs

On September 22, 2025, Kelly Rodriques, Chief Executive Officer and a member of the board of directors of Forge Global Holdings, Inc. (the "Company"), voluntarily forfeited all 155,935 restricted stock units (“RSUs”) underlying the RSU grant approved at the Company’s 2023 annual meeting of stockholders for no consideration. Mr. Rodriques’ decision to forfeit the RSUs will enable the Company to use such shares to attract, motivate, and retain key personnel.

SIGNATURE

Pursuant to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			Forge Global Holdings, Inc.
Date: September 23, 2025			By:			/s/ Kelly Rodriques
			Name:			Kelly Rodriques
			Title:			Chief Executive Officer

FAQ

What did Forge Global (FRGE) report in the 8-K?

The company reported that Mr. Rodriques voluntarily forfeited 155,935 restricted stock units (RSUs) that were part of a grant approved at the 2023 annual meeting.

How many RSUs were forfeited by the executive?

A total of 155,935 RSUs were forfeited.

Why were the RSUs forfeited?

The forfeiture was voluntary and for no consideration so the company can use the underlying shares to attract, motivate, and retain key personnel.

Were the forfeited RSUs tied to a specific grant approval?

Yes, the RSUs were part of the RSU grant approved at the company’s 2023 annual meeting of stockholders.

Does the forfeiture create an immediate cash impact for FRGE?

No. The filing states the RSUs were forfeited for no consideration, indicating no cash payment was involved.