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[Form 4] Gemini Space Station, Inc. Insider Trading Activity

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

Rhea-AI Filing Summary

Gemini Space Station, Inc. (GEMI) insider report: Chief Financial Officer Daniel N. Chen was granted 535,714 restricted stock units (RSUs) on 09/11/2025. Each RSU converts to one share of Class A common stock and the award was reported with a $0 price. The RSUs vest over six years from a March 17, 2025 commencement date, with a one-year cliff vesting of one-sixth, then quarterly vesting of the remaining units. The Form 4 was signed by an attorney-in-fact on 09/15/2025.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: A material executive equity award was granted, increasing potential future share issuance but no cash transaction occurred.

The grant of 535,714 RSUs to the CFO is a non-cash equity compensation event that may expand fully diluted share count when RSUs convert to Class A common stock. The award uses a standard multi-year vesting schedule with a one-year cliff then quarterly vesting, which aligns long-term retention with multi-year performance or tenure expectations. The reported $0 price indicates grant of compensation rather than a market purchase. The immediate filing is routine for Section 16 reporting.

TL;DR: Typical executive RSU grant disclosed; vesting structure promotes retention but increases contingent equity over six years.

The RSU structure—one-sixth after one year and quarterly thereafter over six years—is a common retention mechanism. The Form 4 cleanly discloses the award size, vesting commencement date, and conversion terms (one RSU per share). From a governance perspective, documentation and timely Section 16 filing are appropriate; the filing does not state performance-based conditions, indicating time-based vesting only.

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
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).
1. Name and Address of Reporting Person*
Chen Daniel N.

(Last) (First) (Middle)
600 THIRD AVENUE, 2ND FLOOR

(Street)
NEW YORK NY 10016

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Gemini Space Station, Inc. [ GEMI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Financial Officer
3. Date of Earliest Transaction (Month/Day/Year)
09/11/2025
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
Class A Common Stock 09/11/2025 A 535,714(1) A $0 535,714 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. Represents a grant of 535,714 restricted stock units ("RSUs"), which will vest over six years from the vesting commencement date of March 17, 2025, with one-sixth vesting on a one-year cliff and the remaining portion vesting in quarterly installments. Each RSU represents a contingent right to receive one share of Class A common stock.
/s/ Tyler Meade, as attorney-in-fact 09/15/2025
** Signature of Reporting Person Date
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.
GEMINI SPACE STA INC

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