Forge Global (FRGE) Form 4: Director Adds 18.9K Shares via RSU Grant

Rhea-AI Filing Summary

Form 4 snapshot: On 07/18/2025 Forge Global Holdings (FRGE) director Brian Thomas McDonald reported receipt of two equity grants.

• 16,000 RSUs under the 2022 Stock Option & Incentive Plan; 1/12 vests and settles on each quarterly vesting date (Mar 1, Jun 1, Sep 1, Dec 1) beginning after the grant.
• 2,949 RSUs that were 100 % vested on the grant date and will settle on the nearest monthly settlement date.

Both transactions are coded “A” (award) at an effective price of $0, indicating compensation rather than an open-market purchase. After settlement, McDonald’s direct beneficial ownership will total 30,282 common shares; no derivative positions were disclosed. While routine, the filing modestly strengthens insider equity alignment. The document contains no operational or financial performance data.

Positive

• Director’s beneficial ownership increases to 30,282 shares, slightly improving alignment with shareholders

Negative

• Shares were issued as compensation at $0 cost, offering limited insight into insider sentiment or valuation

Insights

Corporate Governance Analyst

TL;DR: Routine RSU grants; modest alignment increase, neutral market impact.

The award of 18,949 RSUs to Director Brian McDonald is a standard component of board compensation at emerging-growth tech firms like Forge Global. The grant lifts his reported stake to 30,282 shares, which should enhance long-term incentive alignment but does not involve personal cash outlay, limiting its signaling value. Absence of open-market buying or derivative activity suggests no incremental information about management’s view on valuation. Given FRGE’s small-cap status, the share count is immaterial to overall float and unlikely to affect liquidity or price. I therefore classify the filing as neutral for investors.

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
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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).

1. Name and Address of Reporting Person^*

McDonald Brian Thomas

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
07/18/2025

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
Common Stock, $0.0001 par value per share	07/18/2025		A		16,000(1)	A	$0	27,333	D
Common Stock, $0.0001 par value per share	07/18/2025		A		2,949(2)	A	$0	30,282	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. These shares represent restricted stock units granted under the Forge Global Holdings, Inc. 2022 Stock Option and Incentive Plan (the "Plan"). Each unit represents a right to receive one share of the Issuer's common stock. Subject to the Reporting Person's continued Service Relationship (as defined in the Plan) through each applicable vesting date, 1/12th of the shares subject to the award shall vest and settle beginning on the first Quarterly Vesting Date occurring after the Vesting Commencement Date and each Quarterly Vesting Date thereafter or as soon as practicable following such applicable vesting date. Quarterly Vesting Dates are defined as March 1, June 1, September 1, and December 1 of a given year.

2. 100% of the RSUs are vested as of the Grant Date and shall settle on the nearest Monthly Settlement Date following the Grant Date.

Remarks:

	/s/ James Nevin, Attorney-in-Fact	07/22/2025
	** 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

How many FRGE shares did the director acquire according to the Form 4?

Brian McDonald received 18,949 restricted stock units on 07/18/2025.

What is the director’s total FRGE share ownership after the transaction?

His direct beneficial ownership stands at 30,282 common shares.

Were the RSUs purchased or granted?

They were granted as compensation; transaction code “A” indicates an award at $0 cost.

When will the 16,000 RSUs vest?

They vest in 12 equal quarterly installments on Mar 1, Jun 1, Sep 1, and Dec 1, starting with the first such date after grant.

Does the filing include any options or other derivative securities?

No. No derivative securities were reported in Table II.