Genius Sports (NYSE: GENI) CLO discloses RSU and share holdings

Rhea-AI Filing Summary

Genius Sports Ltd filed an initial insider ownership report for Chief Legal Officer Russell Thomas. The filing shows direct ownership of 502,917 Ordinary Shares, plus several restricted share unit (RSU) awards that can each convert into one Ordinary Share if service-based vesting conditions are met.

The RSUs cover 22,939 underlying Ordinary Shares from a grant on April 3, 2024 that vests on January 1, 2027; 31,192 shares from an April 10, 2025 grant vesting in two equal installments on January 1, 2027 and January 1, 2028; 35,000 shares from a May 13, 2025 grant vesting on March 20, 2026; and 85,791 shares from a March 17, 2026 grant vesting in three equal annual installments on March 17 of 2027, 2028 and 2029.

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Russell Thomas

(Last) (First) (Middle)

C/O GENIUS SPORTS LTD

1ST FLOOR, 27 SOHO SQUARE

(Street)

LONDON W1D 3QR

(City) (State) (Zip)

UNITED STATES

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026

3. Issuer Name and Ticker or Trading Symbol
Genius Sports Ltd [ GENI ]

3a. Foreign Trading Symbol

5. If Amendment, Date of Original Filed (Month/Day/Year)

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Ordinary Shares	502,917	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Share Units	(1)(2)	(1)(2)	Ordinary Shares	22,939	$0	D
Restricted Share Units	(1)(3)	(1)(3)	Ordinary Shares	31,192	$0	D
Restricted Share Units	(1)(4)	(1)(4)	Ordinary Shares	35,000	$0	D
Restricted Share Units	(1)(5)	(1)(5)	Ordinary Shares	85,791	$0	D

Explanation of Responses:

1. The reported securities represent restricted share units ("RSUs"), which each represent the contingent right to receive one Ordinary Share, subject to the Reporting Person's continued service through the applicable vesting date.

2. These RSUs were granted on April 3, 2024 and vest on January 1, 2027.

3. These RSUs were granted on April 10, 2025 and vest in two equal annual installments on January 1, 2027 and January 1, 2028.

4. These RSUs were granted on May 13, 2025 and vest on March 20, 2026.

5. These RSUs were granted on March 17, 2026 and vest in three equal annual installments on March 17 of each of 2027, 2028 and 2029.

Remarks:

Exhibit List - Exhibit 24.1 Power of Attorney

	/s/ Carolyn Duncanson, Attorney-in-Fact	03/18/2026
	** 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 5 (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.
* Form 3: SEC 1473 (03-26)

FAQ

What does the Russell Thomas Form 3 filing for Genius Sports (GENI) disclose?

The filing discloses Chief Legal Officer Russell Thomas’s initial ownership in Genius Sports, including 502,917 Ordinary Shares and multiple restricted share unit (RSU) awards that may settle into additional Ordinary Shares if he remains in service through stated vesting dates out to 2029.

How many Genius Sports Ordinary Shares does Russell Thomas directly hold?

Russell Thomas directly holds 502,917 Ordinary Shares of Genius Sports. In addition, he has several RSU grants tied to future vesting. Each RSU represents a contingent right to receive one Ordinary Share, subject to his continued service through the applicable vesting dates.

What restricted share units (RSUs) are reported for Russell Thomas at Genius Sports (GENI)?

The report lists RSU awards linked to 22,939, 31,192, 35,000 and 85,791 underlying Ordinary Shares. Each RSU equals one Ordinary Share upon vesting, provided Russell Thomas continues serving the company through the specified vesting dates between January 2026 and March 2029.

When do Russell Thomas’s Genius Sports RSU grants vest?

One RSU grant vests on January 1, 2027; another vests in equal installments on January 1, 2027 and January 1, 2028. A separate grant vests on March 20, 2026, and the largest vests in three equal annual installments on March 17 of 2027, 2028 and 2029.

Does the Russell Thomas Form 3 for Genius Sports show any share purchases or sales?

The report does not show any purchases or sales; it records existing holdings. Entries are categorized as holdings of Ordinary Shares and restricted share units, reflecting Thomas’s direct ownership position and unvested equity awards rather than new market transactions in Genius Sports stock.

What is the significance of the RSU footnotes in the Genius Sports (GENI) Form 3?

The footnotes explain that each RSU represents a contingent right to one Ordinary Share, conditioned on continued service, and specify individual grant and vesting dates. This clarifies the timing and nature of potential future share delivery related to Russell Thomas’s compensation.