Charitable gift of 1.65M Galaxy Digital (GLXY) Class B shares disclosed

Rhea-AI Filing Summary

Galaxy Digital Inc. reported that Galaxy Group Investments LLC, an entity controlled by CEO Michael Novogratz, made a bona-fide charitable gift of 1,650,000 shares of Class B Common Stock. The footnotes state the shares were donated to a donor advised fund. Following this disposition, the reporting person continues to indirectly hold 190,465,103 shares of Class B Common Stock.

Insider Trade Summary

1,650,000 shares gifted

Mixed 1 txn

Insider Novogratz Michael, Galaxy Group Investments LLC

Role Chief Executive Officer | null

Type	Security	Shares	Price	Value
Gift	Class B Common Stock	1,650,000	$0.00	--

Holdings After Transaction: Class B Common Stock — 190,465,103 shares (Indirect, Held by Galaxy Group Investments LLC)

Footnotes (1)

1. Each share of Class B common stock entitles its holder to one vote per share on all matters submitted to a vote of the issuer's stockholders. The number of issued and outstanding shares of Class B common stock is equal to the number of issued and outstanding LP Units of Galaxy Digital Holdings LP not held by the issuer or one of its subsidiaries, and such LP Units are redeemable or exchangeable, on a one-for-one basis, for shares of Class A Common Stock. The shares reported in this transaction represent a bona-fide charitable gift to a Donor Advised Fund. The shares of Class B Common Stock are held by Galaxy Group Investments LLC, which is controlled by the Reporting Person.

Key Figures

Shares gifted: 1,650,000 shares Post-transaction holdings: 190,465,103 shares Gift transaction price: $0.00 per share +1 more

4 metrics

Shares gifted 1,650,000 shares Bona-fide charitable gift of Class B Common Stock

Post-transaction holdings 190,465,103 shares Class B Common Stock indirectly owned after gift

Gift transaction price $0.00 per share Reported transaction price for gifted Class B shares

Underlying security 1,650,000 shares Underlying Class A Common Stock on one-for-one basis

Key Terms

Class B Common Stock, bona-fide charitable gift, Donor Advised Fund, LP Units, +1 more

5 terms

Class B Common Stock financial

"Each share of Class B common stock entitles its holder to one vote per share"

A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.

bona-fide charitable gift financial

"The shares reported in this transaction represent a bona-fide charitable gift"

Donor Advised Fund financial

"represent a bona-fide charitable gift to a Donor Advised Fund"

A donor advised fund is a charitable savings account you fund with cash or assets (including stocks) that lets you take an immediate tax benefit while recommending when and which charities receive grants over time. Think of it like a dedicated piggy bank for giving: you get tax relief when you put money in, can avoid selling appreciated securities and triggering capital gains, and still control the timing and recipients of donations, which affects tax planning, portfolio decisions, and public giving signals.

LP Units financial

"shares of Class B common stock is equal to the number of issued and outstanding LP Units"

Class A Common Stock financial

"LP Units are redeemable or exchangeable, on a one-for-one basis, for shares of Class A Common Stock"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

Form 4 Insider Transactions: What Each Field Means →

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
Estimated average burden
hours per response:			0.5

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^*

Novogratz Michael

(Last) (First) (Middle)

C/O GALAXY DIGITAL INC.

300 VESEY ST.

(Street)

NEW YORK NEW YORK 10282

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/13/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

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

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

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
Class B Common Stock	(1)	05/13/2026		G(2)			1,650,000	(1)	(1)	Class A Common Stock	1,650,000	$0	190,465,103	I	Held by Galaxy Group Investments LLC(3)

1. Name and Address of Reporting Person^*

Novogratz Michael

(Last) (First) (Middle)

C/O GALAXY DIGITAL INC.

300 VESEY ST.

(Street)

NEW YORK NEW YORK 10282

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Galaxy Group Investments LLC

(Last) (First) (Middle)

107 GRAND ST.

(Street)

NEW YORK NEW YORK 10013

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. Each share of Class B common stock entitles its holder to one vote per share on all matters submitted to a vote of the issuer's stockholders. The number of issued and outstanding shares of Class B common stock is equal to the number of issued and outstanding LP Units of Galaxy Digital Holdings LP not held by the issuer or one of its subsidiaries, and such LP Units are redeemable or exchangeable, on a one-for-one basis, for shares of Class A Common Stock.

2. The shares reported in this transaction represent a bona-fide charitable gift to a Donor Advised Fund.

3. The shares of Class B Common Stock are held by Galaxy Group Investments LLC, which is controlled by the Reporting Person.

Remarks:

	/s/ Frances Fuqua, Attorney-in-Fact for Michael Novogratz	05/14/2026
	/s/ Frances Fuqua, Attorney-in-Fact for Galaxy Group Investments LLC	05/14/2026
	** 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 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Galaxy Digital (GLXY) report in this Form 4?

Galaxy Digital reported a bona-fide charitable gift of 1,650,000 shares of Class B Common Stock. The shares were transferred by Galaxy Group Investments LLC, an entity controlled by CEO Michael Novogratz, to a donor advised fund.

Who executed the 1.65M-share transfer reported for Galaxy Digital (GLXY)?

The 1,650,000-share transfer was executed by Galaxy Group Investments LLC. Footnotes note this entity holds the Class B Common Stock and is controlled by reporting person Michael Novogratz, Galaxy Digital’s Chief Executive Officer and a ten percent owner.

What type of transaction was reported for Galaxy Digital (GLXY) shares?

The transaction was coded as “G,” indicating a bona-fide gift disposition of Class B Common Stock. The filing specifies it was a charitable gift to a donor advised fund, not an open-market sale or purchase of Galaxy Digital shares.

How many Galaxy Digital (GLXY) shares remain after the charitable gift?

After the 1,650,000-share charitable gift, the filing shows 190,465,103 shares of Class B Common Stock indirectly owned. This post-transaction balance reflects holdings attributed to Galaxy Group Investments LLC, controlled by Michael Novogratz.

What rights do Galaxy Digital (GLXY) Class B shares provide according to the filing?

Each share of Class B Common Stock carries one vote on stockholder matters. Footnotes explain these shares mirror LP Units of Galaxy Digital Holdings LP, which are redeemable or exchangeable one-for-one for shares of Class A Common Stock.