Gemini Space Station Insider: 7,142 RSUs Granted; 8,910 Shares Converted

Rhea-AI Filing Summary

Gemini Space Station, Inc. (GEMI) director Maria Filipakis reported two equity grants tied to the company’s recent IPO and service-based compensation. On 09/11/2025 she was granted 7,142 restricted stock units (RSUs) that vest in full on the first anniversary of the grant, subject to continuous service; each RSU converts into one share of Class A common stock. On 09/15/2025 she received 8,910 Class A shares in exchange for incentive profits interest units in Gemini Astronaut Corps, LLC, of which 5,513 shares are restricted and unvested. Following these transactions her reported beneficial ownership of Class A common stock is 16,052 shares.

Positive

• Increased insider alignment: Director received RSUs tying compensation to future share performance
• Transparency on conversion: Pre-IPO incentive units were converted to Class A shares and disclosed

Negative

• Restricted shares limiting liquidity: 5,513 of the converted Class A shares are restricted and unvested
• No cash purchases reported: Transactions are grants/conversions rather than open-market purchases, so they do not indicate additional personal capital commitment

Insights

Corporate Governance Expert

TL;DR: Routine insider equity awards and conversion from pre-IPO units after the IPO; primarily compensation-related, not a market signal.

The filings detail a director-level compensation grant (7,142 RSUs) with a standard one-year time-based vesting condition and a conversion of pre-IPO incentive units into Class A shares (8,910 shares, including 5,513 restricted). These items are customary in post-IPO reorganizations where management and insiders convert prior ownership interests into publicly traded equity and receive time-based equity for ongoing service. The disclosure provides clear vesting conditions and the total post-transaction share count, which supports transparency on insider holdings without indicating a sale or change in control.

Securities Analyst

TL;DR: Insider received compensation and converted pre-IPO units; transaction is informational with limited immediate market impact.

The Form 4 shows no open-market dispositions or purchases at market price; instead the reporting person received RSUs (7,142) and converted incentive profit interest units into 8,910 Class A shares as part of IPO-related reorganizational transactions. Notably, 5,513 of those shares remain restricted, which limits near-term liquidity. The aggregate beneficial ownership after these transactions is 16,052 Class A shares, a useful datapoint for modeling insider alignment but not a liquidity event.

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

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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^*

Filipakis Maria

(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
Class A Common Stock	09/15/2025		A		8,910(2)	A	$0	16,052	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.

2. In connection with the Issuer's initial public offering and related reorganizational transactions, the reporting person received 8,910 shares of Class A common stock in exchange for the reporting person's corresponding incentive profits interest units in Gemini Astronaut Corps, LLC, including 5,513 shares of restricted Class A common stock for incentive profit interest units that have not vested.

	/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).
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FAQ

What transactions did GEMI director Maria Filipakis report on Form 4?

The Form 4 reports a grant of 7,142 RSUs on 09/11/2025 and conversion receipt of 8,910 Class A shares on 09/15/2025.

How many of the shares received by Maria Filipakis are restricted?

The filing states 5,513 shares of the converted Class A shares are restricted and have not vested.

When do the RSUs granted to Maria Filipakis vest?

The 7,142 RSUs vest in full on the first anniversary of the grant date, subject to the reporting person’s continuous service through that date.

What is Maria Filipakis’s total reported beneficial ownership after these transactions?

Following the reported transactions, the filing shows beneficial ownership of 16,052 Class A shares.

Do these Form 4 entries show any open-market purchases or sales?

No; the transactions are recorded as grants and conversions with a $0 price, not open-market trades.