STOCK TITAN

NEW ROYAL HOLDCO I (GDEN) CFO settles equity awards and stock

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

Rhea-AI Filing Summary

NEW ROYAL HOLDCO I INC. President and CFO Charles Protell reported a series of equity award settlements and related share dispositions in GDEN common stock. On April 29, 2026, he exercised stock options and vested restricted and performance stock units into common shares, including option exercises for 25,000 shares at $11.50 and 150,000 shares at $10.57 per share. A total of 139,498 shares at $28.55 were withheld by the company to cover tax obligations and option exercise costs. On April 30, 2026, 696,821 common shares were disposed to the issuer or its successor under a Master Transaction Agreement, with each share exchanged for 0.902 shares of VICI Properties Inc. Following these transactions, Protell reported 0 GDEN common shares and no remaining derivative awards.

Positive

  • None.

Negative

  • None.
Insider Protell Charles
Role President and CFO
Type Security Shares Price Value
Disposition Common Stock 696,821 $0.00 --
Exercise Stock Option 150,000 $0.00 --
Exercise Stock Option 25,000 $0.00 --
Exercise Restricted Stock Units 11,780 $0.00 --
Exercise Restricted Stock Units 29,144 $0.00 --
Exercise Restricted Stock Units 37,463 $0.00 --
Exercise Restricted Stock Units 40,890 $0.00 --
Exercise Common Stock 150,000 $10.57 $1.59M
Exercise Common Stock 25,000 $11.50 $288K
Exercise Common Stock 11,780 $0.00 --
Exercise Common Stock 29,144 $0.00 --
Exercise Common Stock 37,463 $0.00 --
Exercise Common Stock 40,890 $0.00 --
Grant/Award Common Stock 40,889 $0.00 --
Disposition Common Stock 81,779 $28.55 $2.33M
Tax Withholding Common Stock 139,498 $28.55 $3.98M
Holdings After Transaction: Common Stock — 0 shares (Direct, null); Stock Option — 0 shares (Direct, null); Restricted Stock Units — 0 shares (Direct, null)
Footnotes (1)
  1. Represents the exercise of stock options on the Equity Award Settlement Date, as defined under, and in accordance with the terms of, that certain Master Transaction Agreement dated November 6, 2025 by and among the Issuer, Argento, LLC, VICI Properties Inc., and VICI Royal Merger Sub LLC, (the ''Master Transaction Agreement''). Represents the accelerated vesting and conversion of restricted stock units (''RSUs'') or preferred stock units (''PSUs''), as applicable, on a one for one basis for shares of common stock, plus the issuance of shares of common stock in satisfaction of dividend equivalents, in accordance with the terms of the Master Transaction Agreement. Represents the accelerated vesting and cash settlement of the RSUs granted in February 2026 in accordance with the terms of the award agreement and Master Transaction Agreement. For Form 4 reporting purposes, each RSU converted to one share of common stock which was disposed to the Issuer in exchange for the closing stock price on the Equity Award Settlement Date. Represents the accelerated vesting and cash settlement of the PSUs granted in February 2026 in accordance with the terms of the Master Transaction Agreement. For Form 4 reporting purposes, each PSU converted to one share of common stock which was disposed to the Issuer in exchange for the closing stock price on the Equity Award Settlement Date. Represents shares withheld by the Issuer in satisfaction of tax withholding obligations resulting from vesting of stock options, RSUs and PSUs, and shares withheld by the Issuer in satisfaction of payment of the exercise price for the options exercised. Represents the disposition of shares of common stock of the successor entity to the Issuer, in the reorganziation and merger involving the Issuer, under and in accordance with the Master Transaction Agreement. Each share of common stock was exchanged for 0.902 shares of VICI Properties Inc., with cash paid in lieu of fractional shares. The outstanding RSUs and PSUs vested in full, and all outstanding unvested stock options became fully exercisable and were exercised, on the Equity Award Settlement Date in accordance with the terms of the Master Transaction Agreement. Represents a contingent right to receive shares of common stock, that convert into common stock on a one-for-one basis upon vesting, and have no expiration date.
Merger-related share disposition 696,821 shares Common stock disposed on April 30, 2026 under Master Transaction Agreement
Tax and exercise withholding 139,498 shares at $28.55 Shares withheld on April 29, 2026 for taxes and option exercise costs
Derivative exercises 294,277 shares Total shares from derivative exercises (M code) per transaction summary
Option exercise price $11.50 per share Stock option on 25,000 GDEN shares exercised April 29, 2026
Option exercise price $10.57 per share Stock option on 150,000 GDEN shares exercised April 29, 2026
Exchange ratio 0.902 VICI shares Per GDEN share in merger-related exchange under Master Transaction Agreement
Post-transaction GDEN holdings 0 shares Total GDEN common stock following April 30, 2026 disposition
Master Transaction Agreement regulatory
"in accordance with the terms of the Master Transaction Agreement"
A master transaction agreement is a single, standing contract that lays out the general rules, responsibilities and pricing for multiple related deals between the same parties, so each new transaction can proceed quickly without renegotiating core terms. For investors it matters because it reduces legal and execution risk, clarifies future cash flows and obligations, and makes it easier to assess ongoing business relationships—like having a regular rental lease instead of signing a new lease each month.
Equity Award Settlement Date financial
"on the Equity Award Settlement Date in accordance with the terms"
Restricted Stock Units financial
"accelerated vesting and conversion of restricted stock units ("RSUs")"
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.
Performance Stock Units financial
"accelerated vesting and cash settlement of the PSUs granted"
Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.
tax withholding obligations financial
"shares withheld by the Issuer in satisfaction of tax withholding obligations"
disposition to issuer financial
"each PSU converted to one share of common stock which was disposed to the Issuer"
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
X
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*
Protell Charles

(Last)(First)(Middle)
6595 S. JONES BLVD.

(Street)
LAS VEGAS NEVADA 89118

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
NEW ROYAL HOLDCO I INC. [ GDEN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
President and CFO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/29/2026
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
Common Stock04/29/2026M(1)150,000A$10.57732,932D
Common Stock04/29/2026M(1)25,000A$11.5757,932D
Common Stock04/29/2026M(2)11,780A$0(2)769,712D
Common Stock04/29/2026M(2)29,144A$0(2)798,856D
Common Stock04/29/2026M(2)37,463A$0(2)836,319D
Common Stock04/29/2026M(3)40,890A$0(3)877,209D
Common Stock04/29/2026A(4)40,889A$0(4)918,098D
Common Stock04/29/2026D(3)(4)81,779D$28.55(3)(4)836,319D
Common Stock04/29/2026F(5)139,498D$28.55(5)696,821D
Common Stock04/30/2026D(6)696,821D(6)0D
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
Stock Option$10.5704/29/2026M(1)150,000 (7)11/27/2026Common Stock150,000$0(1)0D
Stock Option$11.504/29/2026M(1)25,000 (7)03/19/2027Common Stock25,000$0(1)0D
Restricted Stock Units(8)04/29/2026M(2)11,780 (7) (8)Common Stock11,780$0(2)0D
Restricted Stock Units(8)04/29/2026M(2)29,144 (7) (8)Common Stock29,144$0(2)0D
Restricted Stock Units(8)04/29/2026M(2)37,463 (7) (8)Common Stock37,463$0(2)0D
Restricted Stock Units(8)04/29/2026M(3)40,890 (7) (8)Common Stock40,890$0(3)0D
Explanation of Responses:
1. Represents the exercise of stock options on the Equity Award Settlement Date, as defined under, and in accordance with the terms of, that certain Master Transaction Agreement dated November 6, 2025 by and among the Issuer, Argento, LLC, VICI Properties Inc., and VICI Royal Merger Sub LLC, (the ''Master Transaction Agreement'').
2. Represents the accelerated vesting and conversion of restricted stock units (''RSUs'') or preferred stock units (''PSUs''), as applicable, on a one for one basis for shares of common stock, plus the issuance of shares of common stock in satisfaction of dividend equivalents, in accordance with the terms of the Master Transaction Agreement.
3. Represents the accelerated vesting and cash settlement of the RSUs granted in February 2026 in accordance with the terms of the award agreement and Master Transaction Agreement. For Form 4 reporting purposes, each RSU converted to one share of common stock which was disposed to the Issuer in exchange for the closing stock price on the Equity Award Settlement Date.
4. Represents the accelerated vesting and cash settlement of the PSUs granted in February 2026 in accordance with the terms of the Master Transaction Agreement. For Form 4 reporting purposes, each PSU converted to one share of common stock which was disposed to the Issuer in exchange for the closing stock price on the Equity Award Settlement Date.
5. Represents shares withheld by the Issuer in satisfaction of tax withholding obligations resulting from vesting of stock options, RSUs and PSUs, and shares withheld by the Issuer in satisfaction of payment of the exercise price for the options exercised.
6. Represents the disposition of shares of common stock of the successor entity to the Issuer, in the reorganziation and merger involving the Issuer, under and in accordance with the Master Transaction Agreement. Each share of common stock was exchanged for 0.902 shares of VICI Properties Inc., with cash paid in lieu of fractional shares.
7. The outstanding RSUs and PSUs vested in full, and all outstanding unvested stock options became fully exercisable and were exercised, on the Equity Award Settlement Date in accordance with the terms of the Master Transaction Agreement.
8. Represents a contingent right to receive shares of common stock, that convert into common stock on a one-for-one basis upon vesting, and have no expiration date.
Remarks:
/s/ Protell, Charles04/30/2026
** 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 did GDEN executive Charles Protell report in this Form 4 for NEW ROYAL HOLDCO I INC.?

Charles Protell reported settling multiple equity awards and related share dispositions. He exercised stock options and vested RSUs and PSUs into GDEN common stock, then completed tax-withholding transactions and a large share exchange tied to a Master Transaction Agreement.

Were any of Charles Protell’s GDEN shares sold on the open market in this Form 4?

The filing shows no open-market sales. Dispositions were to the issuer or its successor, including 139,498 shares withheld for taxes and option exercise costs and 696,821 shares exchanged under the Master Transaction Agreement, rather than ordinary market sales.

What stock options did Charles Protell exercise according to the GDEN Form 4?

Protell exercised stock options on April 29, 2026 for 25,000 GDEN shares at an $11.50 exercise price and 150,000 GDEN shares at a $10.57 exercise price, converting these derivative awards into common stock as part of the broader equity award settlement.

How were Charles Protell’s RSUs and PSUs in GDEN treated in this filing?

The footnotes state that outstanding RSUs and PSUs vested in full and converted one-for-one into GDEN common shares. Some RSUs and PSUs were then cash-settled, with the resulting common shares disposed to the issuer at the closing stock price on the Equity Award Settlement Date.

Does Charles Protell hold any GDEN common stock or derivative awards after this Form 4?

After the reported transactions, Protell’s total shares following the final disposition are listed as 0. The derivative summary is empty, and the footnotes state that all outstanding unvested stock options, RSUs, and PSUs became fully vested or exercisable and were settled.