Erin Brown sells 350k GLXY shares, receives 350k options at $4.83

Rhea-AI Filing Summary

Erin Elizabeth Brown, Chief Operating Officer of Galaxy Digital (GLXY), reported multiple transactions dated 08/06/2025. The filing shows a grant of 350,000 stock options with a conversion/exercise price of $4.83; the options vest over three years from March 1, 2023 with one-third vesting on each anniversary and an exercisable date noted as 03/29/2028 in the filing.

On the same date she sold two blocks of Class A common stock totaling 350,000 shares—175,000 shares at $26.81 and 175,000 shares at $27.16—reducing her reported direct beneficial ownership to 198,088 shares. The filing also reports 450,000 derivative securities beneficially owned following the transactions.

Insights

Financial Analyst

TL;DR Insider received 350,000 options at $4.83 while selling 350,000 shares; mixed signal, material only to holdings disclosure.

The filing documents a contemporaneous option grant and sizable share disposals by COO Erin Brown. The 350,000-option award at a $4.83 conversion price and the stated three-year vesting schedule are explicit compensation items that affect future dilution and incentive alignment. The two sales—175,000 shares at $26.81 and 175,000 shares at $27.16—reduce direct holdings to 198,088 shares, which is a clear change in insider ownership reported to the market. Absent additional context on aggregate share count or company valuation, the disclosure is noteworthy for ownership tracking but not, by itself, a decisive valuation event.

Corporate Governance Expert

TL;DR The report shows routine option-based compensation with concurrent insider sales; governance implications depend on broader ownership context.

The Form 4 explicitly records a 350,000-option grant with vesting from March 1, 2023 and the vesting schedule described in the filing. Simultaneously, the COO sold two equal blocks of shares for a total of 350,000 shares, leaving 198,088 shares held directly and 450,000 derivative securities reported post-transaction. For governance review, these facts should be evaluated alongside prior holdings, company insider trading policies, and blackout/10b5-1 plan disclosures if any; the filing itself provides the discrete, required ownership changes.

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).

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)
08/06/2025

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	08/06/2025		M		350,000	A	$4.83	548,088	D
Class A Common Stock	08/06/2025		S		175,000	D	$26.81	373,088	D
Class A Common Stock	08/06/2025		S		175,000	D	$27.16	198,088	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
Stock Options	$4.83	08/06/2025		M			350,000	(1)	03/29/2028	Class A Common Stock	350,000	$0	450,000	D

Explanation of Responses:

1. This option vests over three years from March 1, 2023, with 1/3 vesting on the each of the first three anniversaries of such date, subject to continued service through the relevant vesting date.

Remarks:

	/s/ Francesca Don Angelo, Attorney-in-Fact for Erin Brown	08/08/2025
	** 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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