Galaxy Digital (GLXY) COO reports 97,497-share RSU award

Rhea-AI Filing Summary

Galaxy Digital Inc.’s Chief Operating Officer, Erin Elizabeth Brown, reported an equity compensation award on a Form 4. On February 3, 2026, she received 97,497 shares of Class A common stock in the form of restricted stock units, at a reported price of $0.00 per share.

Each RSU converts into one share of Class A common stock as it vests. After this grant, Brown beneficially owns 295,585 shares of Class A common stock to be delivered upon settlement of multiple RSU awards, which vest on scheduled dates in 2026 and 2027, subject to continued service.

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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Brown Erin Elizabeth

(Last) (First) (Middle)

C/O GALAXY DIGITAL INC.

300 VESEY STREET

(Street)

NEW YORK NY 10282

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Galaxy Digital Inc. [ GLXY ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/03/2026

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	02/03/2026		A		97,497(1)	A	(2)	295,585(3)	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 97,497 shares of Class A common stock issuable upon the vesting of restricted stock units ("RSUs").

2. Each RSU represents the right to receive one share of the Company's Class A common stock.

3. Includes 295,585 shares of Class A common stock to be delivered in settlement of RSUs. An RSU award was granted on March 29, 2023 where 70,881 are scheduled to vest on March 1, 2026. An RSU award was granted on March 27, 2024 where 36,630 are scheduled to vest on March 1, 2026 and 37,740 are scheduled to vest on March 1, 2027. 52,837 RSUs were granted on March 31, 2025 where 17,613 are scheduled to vest on March 1, 2026 and the remainder are scheduled to vest in eight equal quarterly installments thereafter. 97,497 RSUs were granted on February 3, 2026, where 32,174 RSUs are schedule to vest on March 1, 2027 and the remainder in eight equal quarterly installments thereafter. The RSU awards, in each case, are subject to continued service through the applicable vesting date.

Remarks:

Exhibits - Exhibit 24 - Power of Attorney

	/s/ Frances Fuqua, Attorney-in-Fact for Erin Brown	02/05/2026
	** 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 insider transaction did Galaxy Digital (GLXY) report for its COO?

Galaxy Digital’s Chief Operating Officer, Erin Elizabeth Brown, reported receiving 97,497 restricted stock units on February 3, 2026. The award represents Class A common stock granted as equity compensation, with shares delivered only as the RSUs vest under their service-based schedules.

How many Galaxy Digital (GLXY) RSUs were granted to the COO and at what price?

Erin Elizabeth Brown was granted 97,497 restricted stock units representing Class A common stock at a reported price of $0.00 per share. These RSUs are part of her compensation package and convert into shares only upon satisfaction of the applicable vesting conditions over time.

What is Erin Brown’s total Galaxy Digital (GLXY) share exposure after this Form 4?

Following the February 3, 2026 RSU grant, Erin Elizabeth Brown beneficially owns 295,585 shares of Galaxy Digital Class A common stock to be delivered in settlement of RSUs. This total reflects multiple prior awards and the new 97,497-unit grant, all subject to vesting.

How do Erin Brown’s Galaxy Digital (GLXY) RSUs vest over time?

Erin Brown’s RSUs vest on several dates, including March 1, 2026 and March 1, 2027, with additional portions vesting in eight equal quarterly installments thereafter. Each RSU converts into one Class A common share, contingent on her continued service through the relevant vesting dates.

What earlier Galaxy Digital (GLXY) RSU awards are included in the 295,585-share total?

The 295,585-share total includes RSU awards granted on March 29, 2023, March 27, 2024, March 31, 2025, and February 3, 2026. Portions vest on March 1, 2026 and March 1, 2027, with remaining units vesting in scheduled quarterly installments, subject to continued service.

What does each Galaxy Digital (GLXY) restricted stock unit represent for the COO?

Each restricted stock unit held by the COO represents the right to receive one share of Galaxy Digital’s Class A common stock. Delivery of the underlying shares occurs only when specific vesting dates are reached, assuming the continued service conditions for each RSU award are satisfied.