GPGI, Inc. (GPGI) director takes options instead of $60K cash

Rhea-AI Filing Summary

GPGI, Inc. director Krishna Mikkilineni reported receiving two stock option awards as compensation. The grants cover 12,295 and 30,738 options to buy Class A Common Stock at an exercise price of $12.16 per share. The options vest in four equal annual 25% installments starting on June 11, 2027 and on each of the first, second, and third anniversaries of that date. According to the company’s Amended and Restated Non-Employee Director Compensation Policy, these options were issued in lieu of an annual cash retainer of $60,000, at the director’s election.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Mikkilineni Krishna

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)	12,295	$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 $60,000 at the Director's election.

Key Figures

Option grant size 1: 12,295 options Option grant size 2: 30,738 options Exercise price: $12.16 per share +3 more

6 metrics

Option grant size 1 12,295 options Stock Option (Right to Buy) covering Class A Common Stock

Option grant size 2 30,738 options Second Stock Option (Right to Buy) award

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

Expiration date June 11, 2036 Expiration date for both stock option awards

Cash retainer replaced $60,000 Annual cash retainer replaced by options at director’s election

Vesting schedule 4 installments of 25% Vests on June 11, 2027 and 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

4 terms

Stock Option (Right to Buy) financial

"security_title: Stock Option (Right to Buy)"

Class A Common Stock financial

"underlying_security_title: 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.

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

"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 $60,000 at the Director's election"

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/15/2026 - 07:02 PM Accepted by SEC EDGAR 06/15/2026 - 07:02 PM Learn about SEC filing dates

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^*

Mikkilineni Krishna

(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		12,295		(1)	06/11/2036	Class A Common Stock	12,295	$0	12,295	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 $60,000 at the Director's election.

	/s/ David A.P. Marshall, Attorney-in-Fact for Krishna Mikkilineni	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 transactions did GPGI (GPGI) report for Krishna Mikkilineni?

GPGI reported that director Krishna Mikkilineni received two stock option grants. The awards cover 12,295 and 30,738 options for Class A Common Stock as compensation, rather than a cash retainer, under the company’s non-employee director compensation policy.

What are the key terms of Krishna Mikkilineni’s GPGI stock option grants?

Each stock option grant to Krishna Mikkilineni has a $12.16 exercise price and expires on June 11, 2036. The underlying securities are shares of GPGI Class A Common Stock, reflecting long-dated equity compensation tied to the company’s director compensation framework.

How do the GPGI stock options granted to Krishna Mikkilineni vest?

The GPGI stock options vest in equal annual installments of 25%. Vesting occurs on June 11, 2027 and on the first, second, and third anniversaries of that date, creating a four-year vesting schedule linked to continued board service.

Why did GPGI issue stock options instead of cash to Krishna Mikkilineni?

The stock options were issued under GPGI’s Amended and Restated Non-Employee Director Compensation Policy. They were granted in lieu of an annual cash retainer of $60,000, reflecting the director’s election to receive equity-based compensation instead of cash.

How many GPGI shares underlie Krishna Mikkilineni’s new stock options?

The Form 4 shows two separate stock option awards underlying 12,295 and 30,738 shares of GPGI Class A Common Stock. These options provide the right to buy those shares at $12.16 per share, subject to the specified vesting schedule and expiration date.