Forge Global (FRGE) CFO gains 15,234 shares from performance RSUs

Rhea-AI Filing Summary

Forge Global Holdings, Inc. reported that its Chief Financial Officer, Nevin James, acquired 15,234 shares of common stock on January 28, 2026. The shares were issued at $0 per share upon certification that performance conditions for previously granted performance-based RSUs were met.

Following this award under the company’s 2025 Inducement Plan, the CFO beneficially owns 38,929 shares of Forge Global common stock. A portion of the RSUs vested on the certification date, and the remaining RSUs are scheduled to vest in 24 equal monthly installments starting one month after February 1, 2026, contingent on continued service.

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

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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^*

Nevin James

(Last) (First) (Middle)

4 EMBARCADERO CENTER, FLOOR 15

(Street)

SAN FRANCISCO CA 94111

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Forge Global Holdings, Inc. [ FRGE ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/28/2026

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, $0.0001 par value per share	01/28/2026		A		15,234(1)	A	$0	38,929	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

Explanation of Responses:

1. Represents the acquisition of shares upon the certification of the Board of Directors of the Issuer that the performance conditions were met with respect to performance-based restricted stock units ("RSUs") granted to the Reporting Person on July 18, 2025 under the Forge Global Holdings, Inc. 2025 Inducement Plan (the "Plan"). 12/36th of the RSUs vested on the certification date and shall settle on the nearest monthly settlement date following the certification date. Subject to the Reporting Person's continued Service Relationship (as defined in the Plan) through each applicable vesting date, the remaining RSUs will vest in 24 equal monthly installments starting on the one-month anniversary of February 1, 2026.

Remarks:

	/s/ James Nevin, Attorney-in-Fact	01/30/2026
	** 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.
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FAQ

What insider transaction did Forge Global (FRGE) disclose in this Form 4?

Forge Global disclosed that Chief Financial Officer Nevin James acquired 15,234 shares of common stock on January 28, 2026. The shares were issued at $0 per share upon certification that performance conditions for previously granted performance-based RSUs had been satisfied.

How many Forge Global (FRGE) shares does the CFO own after this transaction?

After the reported transaction, Forge Global’s Chief Financial Officer, Nevin James, beneficially owns 38,929 shares of common stock. This reflects the addition of 15,234 shares acquired upon vesting of performance-based RSUs granted under the company’s 2025 Inducement Plan.

What was the price per share in the Forge Global (FRGE) CFO’s Form 4 transaction?

The 15,234 Forge Global common shares acquired by CFO Nevin James were reported at a price of $0 per share. These shares resulted from the vesting of performance-based restricted stock units, rather than an open-market purchase for cash consideration.

What plan governed the RSUs in this Forge Global (FRGE) insider filing?

The performance-based RSUs were granted under the Forge Global Holdings, Inc. 2025 Inducement Plan. Vesting occurred after the Board certified that performance conditions were met, triggering share issuance and establishing a schedule for remaining RSUs to vest over 24 monthly installments.

How do the remaining RSUs vest for Forge Global (FRGE) CFO Nevin James?

After initial vesting on the certification date, the remaining RSUs vest in 24 equal monthly installments starting on the one-month anniversary of February 1, 2026. Continued vesting depends on Nevin James maintaining his Service Relationship with Forge Global through each vesting date.