Galaxy Digital Inc. SEC Filings

Galaxy Digital Inc. (GLXY) reported an insider transaction by a 10% owner on 10/10/2025. The reporting person converted 2,477,055 shares of Class B common stock into Class A (code C) and then sold 2,477,055 Class A shares at $36 per share (code S). The sale was in connection with a private placement pursuant to an investment agreement dated October 10, 2025, in which the holder was a selling shareholder.

Following the transactions, the reporting person held 0 Class A shares directly and reported 192,115,103 derivative securities (Class B common stock).

Galaxy Digital Inc. announced a private strategic investment totaling $460 million at $36 per share. The deal comprises 9,027,778 newly issued Class A shares sold by the company and 3,750,000 shares sold by certain selling stockholders to the same institutional investor group. The company noted that no underwriting discounts or commissions apply to this sale.

In connection with the financing, Galaxy entered into a Registration Rights Agreement to register for resale 12,777,778 “Investment Shares.” The company must file a Shelf Registration Statement on Form S-1 or S-3 within 30 days of closing and use commercially reasonable efforts to obtain effectiveness as soon as practicable, including within five business days after a no‑review notice from the SEC or within 75 days if reviewed with comments. The registration will remain effective until the registered securities are sold or no holder beneficially owns them. The company also furnished a press release announcing the investment.

Galaxy Digital Inc. completed an internal exchange offer for employee equity awards. The company gave Eligible Participants a one-time chance to swap cash-settled restricted share units (NTSUP RSUs) for share-settled RSUs under its Long Term Incentive Plan.

The offer expired at 11:59 p.m. Eastern Time on September 16, 2025, with 106 employees participating. The company accepted for exchange 411,603 NTSUP RSUs, about 84.80% of the total outstanding NTSUP RSUs, and cancelled them effective September 17, 2025. In return, it granted 412,133 LTIP RSUs under the same date, with vesting terms described in the Offer to Exchange.

Galaxy Digital director Rhonda Adams-Medina reported a sale of Class A common stock on 09/12/2025. The filing shows 33,333 shares were sold in multiple transactions at a weighted average price of $29.83 per share, leaving beneficial ownership of 112,053 shares. The remaining position includes 62,886 shares to be delivered in settlement of deferred stock unit (DSU) awards that vest with continued service. The Form 4 was signed by an attorney-in-fact on behalf of the reporting person on 09/15/2025 and lists the reporting person as a director of Galaxy Digital (GLXY).

Galaxy Digital Chief Legal Officer Matthew W. Friedrich received equity awards on 09/08/2025 consisting of 240,000 restricted stock units (RSUs) and three stock option grants of 100,000 shares each (total 300,000 options). Each RSU represents one share of Class A common stock and the 240,000 RSUs are scheduled to vest in four equal annual installments beginning on the first anniversary of the grant, subject to continued service. Each option award vests over four years with 25% vesting on each of the first four anniversaries of 09/08/2025 and expires on 09/08/2030. The option exercise prices are stated as 28.49, 33.49 and 23.49 respectively. The filing reports these holdings as direct beneficial ownership following the transactions.

Galaxy Digital Inc. (GLXY) filed an initial Form 3 for Matthew W. Friedrich, who is identified as Chief Legal Officer and an officer of the company. The filing dated 09/08/2025 reports that no securities are beneficially owned by the reporting person. The form includes an Exhibit 24 power of attorney and a signature by an attorney-in-fact.

Galaxy Digital director Rhonda Adams-Medina executed both an option-related acquisition and an open-market sale on 09/03/2025. She acquired 150,000 shares via an instrument priced at $4.05, and sold 67,500 Class A shares in multiple transactions at a weighted average of $24.50 per share. After these reported changes, she beneficially owns 145,386 Class A shares directly. The acquisition includes 62,886 shares to be delivered on settlement of deferred stock unit awards that remain subject to continued service through their vesting dates. An associated option (150,000 shares, $4.05 exercise price) is noted as vested and exercisable through 11/16/2025.

Galaxy Digital Inc. (GLXY) Form 144 notice: A filer notified the SEC of a proposed sale of 67,500 Class A shares through Fidelity Brokerage Services LLC on 09/03/2025 with an aggregate market value of $1,653,774.00. The filing lists 172,401,243 shares outstanding for the class. The shares were reported as acquired under an option granted on 11/16/2020 with acquisition and payment dated 09/03/2025 and payment described as cash. The filer reports "Nothing to Report" for securities sold in the past three months and includes the standard attestation that no undisclosed material adverse information is known.

Galaxy Digital Inc. filed a Form 8-K to share a Regulation FD disclosure about a new technology partnership. On September 3, 2025, Galaxy announced a partnership with Superstate Services LLC that allows Galaxy stockholders to tokenize and hold their shares of Galaxy Class A common stock on-chain.

The company furnished the related press release as Exhibit 99.1, clarifying that this information is furnished, not filed, under securities law. No financial results or major transactions are included in this report; the focus is on communicating this tokenization capability to stockholders.