Grid Dynamics (NASDAQ: GDYN) discloses new director RSU grants

Rhea-AI Filing Summary

Grid Dynamics Holdings, Inc. reported that one of its directors received new equity awards in the form of restricted stock units (RSUs). On December 23, 2025, the director was granted 8,152 RSUs that will fully vest on December 23, 2026, as long as the director continues as a service provider through that date.

The director was also granted 4,347 additional RSUs on the same date. For this second grant, one-quarter of the RSUs will vest on March 23, 2026, with the remaining portions vesting in equal installments on each three‑month anniversary thereafter, subject to the director continuing in the same board and, if applicable, board committee roles. The Form 4 shows these awards were reported at a price of $0, and the director’s beneficial ownership increased accordingly.

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

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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).

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^*

Wang Weihang

(Last) (First) (Middle)

C/O GRID DYNAMICS HOLDINGS, INC.

6101 BOLLINGER CANYON ROAD, SUITE 465

(Street)

SAN RAMON CA 94583

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
GRID DYNAMICS HOLDINGS, INC. [ GDYN ]

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)
12/23/2025

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	12/23/2025		A		8,152(1)	A	$0	42,778	D
Common Stock	12/23/2025		A		4,347(2)	A	$0	47,125	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 securities are restricted stock units (RSUs). Each RSU represents a contingent right to receive one share of Common Stock. 100% of the RSUs shall vest on December 23, 2026, subject to the Reporting Person continuing as a service provider through such date.

2. These securities are RSUs, each of which represents a contingent right to receive one share of Common Stock. One-quarter of the RSUs shall vest on March 23, 2026 and one-quarter shall vest on each three-month anniversary thereafter, subject to the Reporting Person continuing as a service provider in the same Grid Dynamics Holdings, Inc. board of directors and (if applicable) board committee roles through each such date.

	/s/ Anil Doradla, by power of attorney	12/29/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Grid Dynamics (GDYN) report in this Form 4?

The filing reports that a director of Grid Dynamics Holdings, Inc. received new grants of restricted stock units (RSUs) in the company’s common stock on December 23, 2025.

How many RSUs were granted to the Grid Dynamics (GDYN) director?

The director received 8,152 RSUs in one grant and 4,347 RSUs in a second grant, each RSU representing a contingent right to receive one share of common stock.

What are the vesting terms of the 8,152 RSU grant at Grid Dynamics (GDYN)?

The filing states that 100% of the 8,152 RSUs will vest on December 23, 2026, provided the reporting person continues as a service provider through that date.

How do the 4,347 RSUs granted by Grid Dynamics (GDYN) vest?

For the 4,347 RSUs, one-quarter will vest on March 23, 2026, and one-quarter will vest on each three‑month anniversary thereafter, as long as the director continues in the same board and, if applicable, board committee roles.

Did the Grid Dynamics (GDYN) director pay cash for these RSU awards?

No cash price is shown for the grants; the Form 4 lists a price of $0 for each RSU grant, consistent with typical equity awards granted as compensation.

What does the Form 4 say about the director’s ownership after these RSU grants at Grid Dynamics (GDYN)?

The Form 4 indicates updated beneficial ownership amounts of the company’s common stock following the RSU grants, reflecting the director’s increased equity position held directly.