GPGI, Inc. (GPGI) director takes stock options instead of $50K cash

Rhea-AI Filing Summary

GPGI, Inc. director Paul Galant reported receiving two grants of stock options classified as “Stock Option (Right to Buy)” awards. One grant covers 10,246 underlying shares of Class A Common Stock and the other covers 30,738 underlying shares, both with an exercise price of $12.16 per share and expiring on June 11, 2036. The options will vest in four equal annual installments of 25%, starting on June 11, 2027 and on each of the first, second and third anniversaries of that date. According to the disclosure, the options were issued under GPGI, Inc.’s Amended and Restated Non-Employee Director Compensation Policy in lieu of an annual cash retainer of $50,000 at the director’s election.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Galant Paul

Role null

Type	Security	Shares	Price	Value
Grant/Award	Stock Option (Right to Buy)	30,738	$0.00	--
Grant/Award	Stock Option (Right to Buy)	10,246	$0.00	--

Holdings After Transaction: Stock Option (Right to Buy) — 30,738 shares (Direct, null)

Footnotes (1)

1. The Stock Options will vest in equal annual installments of 25% each, on June 11, 2027 and on the first, second, and third anniversaries thereof. The Stock Options were issued pursuant to the Amended and Restated GPGI, Inc. Non-Employee Director Compensation Policy in lieu of the annual cash retainer of $50,000 at the Director's election.

Key Figures

Option grant 1 size: 10,246 options Option grant 2 size: 30,738 options Exercise price: $12.16 per share +3 more

6 metrics

Option grant 1 size 10,246 options Underlying Class A Common Stock shares in one grant to director

Option grant 2 size 30,738 options Underlying Class A Common Stock shares in second grant

Exercise price $12.16 per share Conversion or exercise price for both option grants

Expiration date June 11, 2036 Expiration date of the stock options granted

Cash retainer replaced $50,000 Annual cash retainer replaced by options at director’s election

Vesting schedule 25% annually over 4 years Starting June 11, 2027 and on first three anniversaries

Key Terms

Stock Option (Right to Buy), Class A Common Stock, Amended and Restated GPGI, Inc. Non-Employee Director Compensation Policy, annual cash retainer, +1 more

5 terms

Stock Option (Right to Buy) financial

"security_title: "Stock Option (Right to Buy)" for both derivative entries"

Class A Common Stock financial

"underlying_security_title: "Class A Common Stock" for the option grants"

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.

Amended and Restated GPGI, Inc. Non-Employee Director Compensation Policy financial

"The Stock Options were issued pursuant to the Amended and Restated GPGI, Inc. Non-Employee Director Compensation Policy"

annual cash retainer financial

"in lieu of the annual cash retainer of $50,000 at the Director's election"

vest in equal annual installments financial

"will vest in equal annual installments of 25% each, on June 11, 2027 and on the first, second, and third anniversaries"

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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^*

Galant Paul

(Last) (First) (Middle)

C/O GPGI, INC.

309 PIERCE STREET

(Street)

SOMERSET NEW JERSEY 08873

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
GPGI, Inc. [ GPGI ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/11/2026

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

X	Form filed by One Reporting Person
	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
Stock Option (Right to Buy)	$12.16	06/11/2026		A		30,738		(1)	06/11/2036	Class A Common Stock	30,738	$0	30,738	D
Stock Option (Right to Buy)	$12.16	06/11/2026		A		10,246		(1)	06/11/2036	Class A Common Stock	10,246	$0	10,246	D(2)

Explanation of Responses:

1. The Stock Options will vest in equal annual installments of 25% each, on June 11, 2027 and on the first, second, and third anniversaries thereof.

2. The Stock Options were issued pursuant to the Amended and Restated GPGI, Inc. Non-Employee Director Compensation Policy in lieu of the annual cash retainer of $50,000 at the Director's election.

	/s/ David A.P. Marshall, Attorney-in-Fact for Paul Galant	06/15/2026
	** 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 GPGI (GPGI) disclose for Paul Galant?

GPGI reported that director Paul Galant received two stock option grants classified as awards. These options give him rights to buy Class A Common Stock at a set exercise price as part of his non-employee director compensation.

How many stock options were granted to the GPGI (GPGI) director?

Paul Galant received one grant covering 10,246 underlying Class A shares and a second grant covering 30,738 underlying Class A shares. Each option award represents rights to buy GPGI Class A Common Stock if exercised under the plan terms.

What is the exercise price and expiration date of the GPGI (GPGI) options?

Both stock option grants to Paul Galant have an exercise price of $12.16 per share and expire on June 11, 2036. This means he can buy Class A shares at $12.16 until that expiration date if the options are vested.

How do the GPGI (GPGI) director’s options vest over time?

The stock options granted to Paul Galant vest in four equal annual installments of 25%. Vesting begins on June 11, 2027 and continues on each of the first, second, and third anniversaries of that date, subject to the plan conditions.

Why were the GPGI (GPGI) stock options issued instead of cash?

The options were issued under GPGI’s Amended and Restated Non-Employee Director Compensation Policy in lieu of a $50,000 annual cash retainer. The filing states this occurred at the director’s election to receive equity-based compensation instead of cash.