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

Rhea-AI Filing Summary

James Anthony Esposito, a director of Gemini Space Station, Inc. (GEMI), was granted 7,142 restricted stock units (RSUs) on 09/11/2025. Each RSU represents a contingent right to receive one share of Class A common stock. The RSUs vest in full on the first anniversary of the grant date, subject to the reporting person's continuous service through that date. Following the grant, the reporting person beneficially owns 7,142 shares of Class A common stock. The Form 4 was signed on 09/15/2025 by an attorney-in-fact.

Positive

• 7,142 RSUs granted to a director, creating direct alignment between the director's incentives and shareholder value upon vesting
• Time-based vesting (one year) is straightforward and transparent, with no performance contingencies disclosed

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Director received time-based RSUs that vest in one year, aligning incentives with shareholder interests.

The grant of 7,142 RSUs to a director is a common compensation mechanism to align long-term interests with shareholders. These RSUs are purely time-based, with vesting contingent on continuous service through the one-year anniversary, and each unit converts to one share of Class A common stock. There is no indication of performance conditions, accelerated vesting, or immediate exercise, and the transaction was reported in accordance with Section 16 requirements. For corporate governance assessment, this is routine director compensation rather than a material change to ownership or control.

Securities Analyst

TL;DR: A non-cash equity grant increases reported beneficial ownership but does not alter outstanding share count until settlement.

The Form 4 shows an award of restricted stock units rather than a stock sale or purchase. RSUs represent contingent rights to receive shares upon vesting; they do not immediately dilute outstanding shares until settled. The reported beneficial ownership figure of 7,142 reflects the contingent entitlement. This disclosure is routine and informational for SEC tracking of insider holdings and potential future share issuance when RSUs vest and are settled.

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
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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).

1. Name and Address of Reporting Person^*

Esposito James Anthony

(Last) (First) (Middle)

C/O GEMINI SPACE STATION, INC.

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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

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		7,142(1)	A	$0	7,142	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 7,142 restricted stock units ("RSUs"), which will vest in full on the first anniversary of the grant date, subject to the reporting person's continuous service through such date. 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.

FAQ

What did GEMI director James Anthony Esposito receive on 09/11/2025?

He was granted 7,142 restricted stock units (RSUs), each representing a contingent right to one share of Class A common stock.

When do the RSUs granted to the GEMI director vest?

The RSUs vest in full on the first anniversary of the grant date, subject to continuous service through that date.

Does the Form 4 show any cash purchase or sale of GEMI shares by the director?

No. The Form 4 reports a grant of RSUs (transaction code A) with a reported price of $0, not a cash purchase or sale.

How many shares does the reporting person beneficially own after the transaction?

The Form 4 reports beneficial ownership of 7,142 shares of Class A common stock following the transaction.

Who signed the Form 4 and when was it filed?

The Form 4 was signed by Tyler Meade, as attorney-in-fact, on 09/15/2025.