FORUM MARKETS (FRMM) CEO withholds 98,174 shares to cover RSU tax
Rhea-AI Filing Summary
FORUM MARKETS Inc Chief Executive Officer Rudisill McAndrew reported a code F transaction in common stock on August 1, 2026. 98,174 shares were delivered or withheld at $5.16 per share to satisfy tax withholding obligations arising from the vesting and settlement of restricted stock units originally granted on April 2, 2026; the shares were officially issued on August 14, 2026 and the event did not represent a discretionary sale. Following this transaction, McAndrew held 1,786,805 shares directly, and had indirect interests reported in 3,773 shares each held by BER I LLC, GER I LLC, and MRR I LLC, and 45,283 shares held by Pelagic Capital Advisors LLC, with beneficial ownership of those indirect holdings disclaimed except to the extent of his pecuniary interest.
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Insights
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Insider Trade Summary
Net Seller: 98,174 shares
Net Sell
5 txns
Insider
Rudisill McAndrew
Role
Chief Executive Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Tax Withholding | Common Stock F1 | 98,174 | $5.16 | $507K |
| holding | Common Stock F2 | -- | -- | -- |
| holding | Common Stock F3 | -- | -- | -- |
| holding | Common Stock F4 | -- | -- | -- |
| holding | Common Stock F5 | -- | -- | -- |
Holdings After Transaction:
Common Stock — 1,786,805 shares (Direct);
Common Stock — 3,773 shares (Indirect, By BER I LLC);
Common Stock — 3,773 shares (Indirect, By GER I LLC);
Common Stock — 3,773 shares (Indirect, By MRR I LLC);
Common Stock — 45,283 shares (Indirect, By Pelagic Capital Advisors LLC)
Footnotes (5)
- F1. The transaction reported represents the forfeiture of shares to the Issuer, valued based on the closing price of the stock on the vesting date, to satisfy the Reporting Person's tax withholding obligations arising from the vesting and settlement of restricted stock units originally granted on April 2, 2026, and does not represent a discretionary sale by the Reporting Person. The shares were officially issued on August 14, 2026.
- F2. The Reporting Person is the managing partner of BER I LLC ("BER"), and therefore may be deemed to beneficially own the securities held by BER. Mr. Rudisill disclaims beneficial ownership of the shares of common stock owned directly by BER, except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
- F3. The Reporting Person is the managing partner of GER I LLC ("GER"), and therefore may be deemed to beneficially own the securities held by GER. Mr. Rudisill disclaims beneficial ownership of the shares of common stock owned directly by GER, except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
- F4. The Reporting Person is the managing partner of MRR I LLC ("MRR"), and therefore may be deemed to beneficially own the securities held by MRR. Mr. Rudisill disclaims beneficial ownership of the shares of common stock owned directly by MRR, except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
- F5. The Reporting Person is the managing partner and founder of Pelagic Capital Advisors LLC ("Pelagic"), and therefore may be deemed to beneficially own the securities held by Pelagic. Mr. Rudisill disclaims beneficial ownership of the shares of common stock owned directly by Pelagic, except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
Key Figures
Shares delivered/withheld for tax: 98,174 shares
Per-share valuation: $5.16 per share
Direct holdings after transaction: 1,786,805 shares
+4 more
7 metrics
Shares delivered/withheld for tax
98,174 shares
Code F common stock transaction on August 1, 2026
Per-share valuation
$5.16 per share
Value used for the 98,174-share tax-withholding transaction
Direct holdings after transaction
1,786,805 shares
Common stock directly held by McAndrew following the August 1, 2026 event
Indirect holdings via BER I LLC
3,773 shares
Common stock held by BER I LLC with beneficial ownership disclaimed except for pecuniary interest
Indirect holdings via GER I LLC
3,773 shares
Common stock held by GER I LLC with beneficial ownership disclaimed except for pecuniary interest
Indirect holdings via MRR I LLC
3,773 shares
Common stock held by MRR I LLC with beneficial ownership disclaimed except for pecuniary interest
Indirect holdings via Pelagic Capital Advisors LLC
45,283 shares
Common stock held by Pelagic Capital Advisors LLC with beneficial ownership disclaimed except for pecuniary interest
Key Terms
tax withholding obligations, restricted stock units, beneficially own, pecuniary interest
4 terms
tax withholding obligations financial
"to satisfy the Reporting Person's tax withholding obligations arising from the vesting"
restricted stock units financial
"arising from the vesting and settlement of restricted stock units originally granted"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
beneficially own financial
"therefore may be deemed to beneficially own the securities held by BER"
Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.
pecuniary interest financial
"disclaims beneficial ownership ... except to the extent of his pecuniary interest therein"
FAQ
What insider transaction did FRMM CEO Rudisill McAndrew report on August 1, 2026?
McAndrew reported a code F transaction involving 98,174 shares of FORUM MARKETS common stock at $5.16 per share. The shares were delivered or withheld to cover tax withholding obligations from restricted stock unit vesting, not a discretionary open-market sale.
Was the FRMM CEO’s August 2026 Form 4 transaction a discretionary sale?
No. The filing states the reported transaction does not represent a discretionary sale. The 98,174 shares were forfeited to the issuer to satisfy tax withholding obligations from the vesting and settlement of previously granted restricted stock units.
What indirect FORUM MARKETS (FRMM) holdings are associated with entities linked to the CEO?
Entities associated with McAndrew reported indirect holdings of 3,773 shares each at BER I LLC, GER I LLC, and MRR I LLC, and 45,283 shares at Pelagic Capital Advisors LLC. He may be deemed to beneficially own these, but disclaims ownership except for his pecuniary interest.
AI-generated analysis. How Rhea-AI works. Not financial advice.
