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Forge Global (NYSE: FRGE) CEO gets 30,035 shares from RSU vesting

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

Rhea-AI Filing Summary

Forge Global Holdings CEO Kelly Rodriques reported receiving 30,035 shares of common stock on January 28, 2026. These shares were acquired at $0 per share upon certification that performance conditions for previously granted performance-based RSUs were met under the 2022 Stock Option and Incentive Plan.

After this award, Rodriques beneficially owns 448,791 shares directly and 4,718 shares indirectly through a Roth IRA account held at Forge Trust Co.

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Insider Rodriques Kelly
Role Chief Executive Officer
Type Security Shares Price Value
Grant/Award Common Stock, $0.0001 par value per share 30,035 $0.00 --
holding Common Stock, $0.0001 par value per share -- -- --
Holdings After Transaction: Common Stock, $0.0001 par value per share — 448,791 shares (Direct); Common Stock, $0.0001 par value per share — 4,718 shares (Indirect, By Forge Trust Co CFBO Kelly Rodriques Roth IRA)
Footnotes (1)
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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).
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*
Rodriques Kelly

(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)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive 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 30,035(1) A $0 448,791 D
Common Stock, $0.0001 par value per share 4,718 I By Forge Trust Co CFBO Kelly Rodriques Roth IRA
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. 2022 Stock Option and Incentive Plan (the "Plan"). 100% of the RSUs vested on the certification date and shall settle in shares on the nearest monthly settlement date following the certification date.
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.
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 transaction did FRGE CEO Kelly Rodriques report?

Kelly Rodriques reported receiving 30,035 Forge Global (FRGE) common shares. The shares were issued at $0 per share following certification that performance conditions for earlier performance-based RSUs were satisfied under the company’s 2022 Stock Option and Incentive Plan.

How many Forge Global (FRGE) shares does the CEO own after this Form 4?

After this transaction, CEO Kelly Rodriques beneficially owns 448,791 Forge Global common shares directly. He also has 4,718 additional shares held indirectly through a Roth IRA account at Forge Trust Co, as disclosed in the Form 4 filing.

What triggered the 30,035-share award to the Forge Global CEO?

The 30,035-share award was triggered when Forge Global’s Board certified that performance conditions for performance-based RSUs granted on July 18, 2025 were achieved. Upon certification, 100% of these RSUs vested and are scheduled to settle in shares on the nearest monthly settlement date.

What plan governs the CEO’s performance-based RSUs at Forge Global (FRGE)?

The CEO’s performance-based RSUs are governed by the Forge Global Holdings, Inc. 2022 Stock Option and Incentive Plan. Under this plan, once the Board certified performance conditions, 100% of the RSUs vested and converted into 30,035 common shares reported on this Form 4.

Are any of the Forge Global (FRGE) shares held by the CEO indirectly?

Yes, 4,718 Forge Global common shares are held indirectly for CEO Kelly Rodriques. These are maintained by Forge Trust Co in an account titled CFBO Kelly Rodriques Roth IRA, as specified in the Form 4 under indirect beneficial ownership.