Director at New Royal Holdco (NASDAQ: GDEN) exits stake via merger
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
NEW ROYAL HOLDCO I INC. director Terrence Wright exercised and settled multiple equity awards tied to common stock in connection with a Master Transaction Agreement involving VICI Properties Inc. On April 29, 2026, he exercised stock options for 20,000 shares at $18.06 per share and 10,000 shares at $9.17 per share, and 5,643 restricted stock units converted one-for-one into common shares.
On the same date, 15,864 shares were disposed as a tax-withholding payment and additional shares were returned to the issuer, rather than sold on the open market. On April 30, 2026, 91,234 shares of common stock in the successor entity were exchanged in the reorganization and merger under the Master Transaction Agreement. Following these transactions, Wright held no shares of the issuer’s common stock.
Positive
- None.
Negative
- None.
Insights
Director’s equity awards are cashed out and converted as part of a merger.
The filing shows Terrence Wright exercising stock options and settling restricted stock units under a Master Transaction Agreement tied to a merger with VICI Properties Inc. Equity awards vested and were either exchanged or returned to the issuer rather than sold on the market.
Key pieces are the exercises of options at $18.06 and $9.17 per share, tax-withholding dispositions of 15,864 shares, and a final exchange of 91,234 shares into VICI stock at a 0.902-for-1 ratio. With no derivative positions remaining and post-transaction holdings at zero, this looks like routine equity award settlement in a change-of-control, rather than a discretionary open-market trade.
Insider Trade Summary
35,643 shares exercised/converted
Mixed
9 txns
Insider
Wright Terrence
Role
null
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Common Stock | 91,234 | $0.00 | -- |
| Exercise | Stock Option | 10,000 | $0.00 | -- |
| Exercise | Stock Option | 20,000 | $0.00 | -- |
| Exercise | Restricted Stock Units | 5,643 | $0.00 | -- |
| Exercise | Common Stock | 10,000 | $9.17 | $92K |
| Exercise | Common Stock | 20,000 | $18.06 | $361K |
| Exercise | Common Stock | 5,643 | $0.00 | -- |
| Disposition | Common Stock | 5,643 | $28.55 | $161K |
| Tax Withholding | Common Stock | 15,864 | $28.55 | $453K |
Holdings After Transaction:
Common Stock — 0 shares (Direct, null);
Stock Option — 0 shares (Direct, null);
Restricted Stock Units — 0 shares (Direct, null)
Footnotes (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 cash settlement of the restricted stock units (''RSUs'') granted in February 2026 in accordance with the terms of the award agreement and 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''). 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 as defined under the Master Transaction Agreement. Represents 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 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. RSUs represent 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.
Key Figures
Shares exchanged in merger: 91,234 shares
Tax-withholding shares: 15,864 shares at $28.55
Options exercised at $18.06: 20,000 shares
+5 more
8 metrics
Shares exchanged in merger
91,234 shares
Common stock exchanged on April 30, 2026 under Master Transaction Agreement
Tax-withholding shares
15,864 shares at $28.55
Shares withheld to satisfy option exercise price or tax liability on April 29, 2026
Options exercised at $18.06
20,000 shares
Stock options exercised on April 29, 2026 with $18.06 exercise price
Options exercised at $9.17
10,000 shares
Stock options exercised on April 29, 2026 with $9.17 exercise price
RSUs converted
5,643 units
Restricted Stock Units converted one-for-one into common stock on Equity Award Settlement Date
Exchange ratio to VICI
0.902 VICI shares per share
Each common share exchanged for 0.902 shares of VICI Properties Inc.
Post-transaction holdings
0 shares
Total common shares held by Terrence Wright after April 30, 2026 disposition
Total derivative exercises
35,643 shares
Aggregate shares from derivative exercises reported in transactionSummary
Key Terms
Master Transaction Agreement, Equity Award Settlement Date, Restricted Stock Units, tax-withholding disposition, +2 more
6 terms
Master Transaction Agreement financial
"in accordance with the terms of, that certain Master Transaction Agreement dated November 6, 2025"
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
"exercise of stock options on the Equity Award Settlement Date, as defined under the Master Transaction Agreement"
Restricted Stock Units financial
"accelerated vesting and cash settlement of the restricted stock units ("RSUs") granted in February 2026"
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.
tax-withholding disposition financial
"Represents shares withheld by the Issuer in satisfaction of payment of the exercise price for the options exercised."
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
successor entity financial
"disposition of shares of common stock of the successor entity to the Issuer, in the reorganziation and merger"
FAQ
Were Terrence Wright’s GDEN transactions open-market sales or internal settlements?
The transactions were internal settlements, not open-market sales. Shares were returned to the issuer to pay option exercise costs and tax obligations, and later exchanged in a reorganization and merger, consistent with the Master Transaction Agreement terms rather than discretionary trading in the public market.
What equity awards did Terrence Wright exercise or settle for GDEN?
He exercised stock options covering 20,000 shares at $18.06 and 10,000 shares at $9.17, and 5,643 restricted stock units converted into common stock one-for-one. Footnotes state all outstanding unvested options became fully exercisable and RSUs vested in full on the Equity Award Settlement Date.
Did Terrence Wright retain any GDEN derivative awards after these Form 4 transactions?
No derivative awards remained. The filing notes that outstanding restricted stock units vested in full and all unvested stock options became fully exercisable and were exercised on the Equity Award Settlement Date, and the derivativeSummary shows no remaining derivative positions after these merger-related settlements.