Gemini Space Station COO Reports 129,504-Share Withholding After RSU Vesting

Rhea-AI Filing Summary

The reporting person, Marshall Edmund Beard, who serves as Chief Operating Officer and a director of Gemini Space Station, Inc. (GEMI), reported a non-derivative disposition of 129,504 shares of Class A common stock on 09/15/2025. The filing explains these shares were withheld by the issuer to satisfy tax withholding upon the vesting of restricted stock units. After the withholding, Mr. Beard beneficially owned 1,598,127 shares of Class A common stock. The report was submitted as an individual Form 4 by one reporting person and indicates the transaction was coded as a Rule F disposition.

Insights

Securities Analyst

TL;DR Insider tax-withholding reduced holdings by 129,504 shares; remaining stake remains material for an officer.

The disposition reflects a routine tax-related withholding rather than an open-market sale, which typically carries less negative signal about intent to reduce ownership. The post-transaction beneficial ownership of 1.598 million Class A shares indicates continued alignment with shareholders. Transaction code and explanation align with standard restricted stock unit vesting mechanics; there is no indication of change in control or a broader liquidity event.

Corporate Governance Expert

TL;DR This Form 4 documents a common administrative share withholding tied to RSU vesting, not a discretionary divestiture.

The filing appropriately discloses the withholding to satisfy tax obligations on vested RSUs and records the officer's remaining beneficial ownership. From a governance perspective, the disclosure is complete and timely for this type of transaction. There is no evidence here of unusual insider activity or governance concerns based on the details provided.

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).

1. Name and Address of Reporting Person^*

Beard Marshall Edmund

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2025

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	09/15/2025		F		129,504(1)	D	$28	1,598,127	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 shares of Class A common stock withheld by the Issuer to satisfy tax withholding upon the vesting of restricted stock units.

	/s/ Tyler Meade, as attorney-in-fact	09/17/2025
	** 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 transaction did GEMI insider Marshall Beard report on Form 4?

He reported the disposition of 129,504 Class A shares on 09/15/2025, withheld by the issuer to satisfy tax withholding upon RSU vesting.

How many GEMI shares does Marshall Beard own after the reported transaction?

He beneficially owned 1,598,127 shares of Class A common stock following the withholding transaction.

Was the Form 4 filing for a sale or a tax withholding?

The shares were withheld by the issuer to satisfy tax withholding related to the vesting of restricted stock units, per the form's explanation.

What roles does the reporting person hold at GEMI?

Marshall Beard is listed as Chief Operating Officer and a director of Gemini Space Station, Inc.

Was the Form 4 filed jointly or by an individual?

The form was filed by one reporting person, indicating an individual filing rather than a joint/group report.