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Bernes family trust gains 7,150 GigaCloud (GCT) shares from RSU award

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

Rhea-AI Filing Summary

GigaCloud Technology Inc director and officer Marshall Bernes reported an equity award to a family trust. On April 7, 2026, a family trust associated with him acquired 7,150 Class A ordinary shares at a stated price of $0.00 per share, received as shares issued from vested restricted share units under the company’s 2017 share incentive plan.

After this award, the trust holds 68,150 Class A ordinary shares indirectly for his benefit. This is a compensation-related grant, not an open‑market purchase or sale, and does not reflect a discretionary trade in the company’s stock.

Positive

  • None.

Negative

  • None.

Insights

Routine RSU vesting adds shares to a family trust, not a market trade.

This Form 4 shows restricted share units vesting into 7,150 Class A ordinary shares, issued under GigaCloud Technology Inc’s 2017 share incentive plan. The shares are held by the Marshall R. Bernes Family Trust, where Bernes is settlor and co‑trustee.

The transaction is coded as an “A” grant/award acquisition at a stated price of $0.00 per share, confirming it is compensation rather than an open‑market purchase. Following the grant, the trust’s indirect holdings rise to 68,150 shares, indicating a modest, routine increase in equity exposure rather than an active trading signal.

Insider Bernes Marshall
Role Head of BaaS Program
Type Security Shares Price Value
Grant/Award Class A Ordinary Shares, par value $0.05 per share 7,150 $0.00 --
Holdings After Transaction: Class A Ordinary Shares, par value $0.05 per share — 68,150 shares (Indirect, By Family Trust)
Footnotes (1)
  1. Represents Issuer's Class A ordinary shares issued pursuant to restricted share units granted to the Reporting Person under the Issuer's 2017 share incentive plan. Shares are directly owned by the Marshall R. Bernes Family Trust ("Family Trust"). The Reporting Person is the settlor and a co-trustee of the Family Trust and, in such capacity, may be deemed to indirectly beneficially own the securities owned by the Family Trust.
Shares acquired 7,150 shares Class A ordinary shares from vested RSUs on April 7, 2026
Price per share $0.00 per share Stated grant price for RSU share issuance
Holdings after transaction 68,150 shares Class A ordinary shares held indirectly by Marshall R. Bernes Family Trust
restricted share units financial
"shares issued pursuant to restricted share units granted to the Reporting Person"
Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.
2017 share incentive plan financial
"granted to the Reporting Person under the Issuer's 2017 share incentive plan"
beneficially own financial
"may be deemed to indirectly beneficially own the securities owned by the Family Trust"
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.
Family Trust financial
"Shares are directly owned by the Marshall R. Bernes Family Trust"
SEC Form 4
FORM 4UNITED 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*
Bernes Marshall

(Last)(First)(Middle)
C/O GIGACLOUD TECHNOLOGY INC
4388 SHIRLEY AVE

(Street)
EL MONTE CALIFORNIA 91731

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
GigaCloud Technology Inc [ GCT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Head of BaaS Program
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/07/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Ordinary Shares, par value $0.05 per share04/07/2026A7,150A$0(1)68,150IBy Family Trust(2)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents Issuer's Class A ordinary shares issued pursuant to restricted share units granted to the Reporting Person under the Issuer's 2017 share incentive plan.
2. Shares are directly owned by the Marshall R. Bernes Family Trust ("Family Trust"). The Reporting Person is the settlor and a co-trustee of the Family Trust and, in such capacity, may be deemed to indirectly beneficially own the securities owned by the Family Trust.
Remarks:
/s/ Lei Wu, Attorney-in-fact04/09/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did GigaCloud Technology (GCT) report for Marshall Bernes?

GigaCloud Technology reported that a family trust associated with director and officer Marshall Bernes acquired 7,150 Class A ordinary shares. These shares were issued upon vesting of restricted share units granted under the company’s 2017 share incentive plan.

Was the GigaCloud Technology (GCT) Form 4 a market purchase or sale?

The Form 4 did not report an open‑market trade. Instead, it disclosed an acquisition coded as a grant or award, with 7,150 Class A ordinary shares issued at a stated price of $0.00 per share from vested restricted share units.

How many GigaCloud Technology (GCT) shares does the Bernes family trust hold after this grant?

After the grant, the Marshall R. Bernes Family Trust holds 68,150 Class A ordinary shares of GigaCloud Technology. These holdings are reported as indirectly beneficially owned, reflecting Bernes’s role as settlor and co‑trustee of the trust.

Why were GigaCloud Technology (GCT) shares awarded to the Bernes family trust?

The shares were issued upon vesting of restricted share units granted to Marshall Bernes under GigaCloud Technology’s 2017 share incentive plan. This represents equity compensation, not a cash purchase, and is a common element of executive and director pay.

What does the indirect ownership by the Bernes family trust mean for GCT insiders?

Indirect ownership means the shares are legally held by the Marshall R. Bernes Family Trust rather than by Bernes personally. As settlor and co‑trustee, he may be deemed to beneficially own the trust’s 68,150 Class A ordinary shares for reporting purposes.