GoPro SVP granted 270K RSUs, covers taxes in shares

GoPro, Inc. senior vice president Dean Jahnke received a grant of 270,270 restricted stock units of Class A common stock that vest over four years.

Rhea-AI Filing Summary

GoPro, Inc. senior vice president Dean Jahnke received a grant of 270,270 restricted stock units of Class A common stock that vest over four years. On the same date, 25,830 shares were withheld and cancelled to cover federal and state tax obligations from RSU vesting. After these transactions, he holds 807,334 shares directly.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Jahnke Dean

Role SVP, Global Sales, CM, RE

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	270,270	$0.00	$0.00
Exercise Price or Tax Liability	Class A Common Stock	25,830	$1.11	$29K

Holdings After Transaction: Class A Common Stock — 807,334 shares (Direct)

Footnotes (2)

1. F1. Represents an award of restricted stock units ("RSUs") that vests over a four-year period as follows: 25% of the RSUs shall vest on May 15, 2027 and 25% of the RSUs shall vest each annual anniversary thereafter, subject to the Reporting Person's continuous status as an employee or service provider through each vesting date.
2. F2. Exempt transaction pursuant to Section 16b-3(e) - Payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this line item were relinquished by the Reporting Person and cancelled by the Issuer in exchange for the Issuer's agreement to pay federal and state tax withholding obligations of the Reporting Person resulting from the vesting of restricted stock units. The Reporting Person did not sell or otherwise dispose of any of the shares reported in this line item for any reason other than to cover required taxes.

Key Figures

RSU grant: 270,270 units Tax-withholding shares: 25,830 shares Tax-withholding reference price: $1.11 per share +3 more

6 metrics

RSU grant 270,270 units Restricted stock units awarded to Dean Jahnke on May 15, 2026

Tax-withholding shares 25,830 shares Shares relinquished and cancelled to cover RSU tax obligations

Tax-withholding reference price $1.11 per share Value used for the 25,830-share tax-withholding disposition

Post-grant holdings 833,164 shares Dean Jahnke’s direct Class A holdings after the RSU grant

Holdings after tax withholding 807,334 shares Direct Class A holdings shown after tax-withholding disposition line

Initial vesting date May 15, 2027 First 25% of RSUs vest, then annually thereafter

Key Terms

restricted stock units ("RSUs"), Section 16b-3(e), Rule 16b-3

3 terms

restricted stock units ("RSUs") financial

"Represents an award of restricted stock units ("RSUs") that vests over a four-year period"

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

Section 16b-3(e) regulatory

"Exempt transaction pursuant to Section 16b-3(e) - Payment of exercise price or tax liability"

Rule 16b-3 regulatory

"vesting of a security issued in accordance with Rule 16b-3"

Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did GoPro (GPRO) report for Dean Jahnke?

GoPro reported that SVP Dean Jahnke received 270,270 restricted stock units and had 25,830 shares withheld and cancelled to cover tax obligations from RSU vesting, leaving him with 833,164 Class A shares held directly afterward.

How many GoPro (GPRO) shares were granted to Dean Jahnke?

Dean Jahnke received an award of 270,270 restricted stock units of GoPro Class A common stock. These RSUs represent a compensation grant and will convert into shares as they vest over a defined four-year schedule, assuming continued service.

What is the vesting schedule for Dean Jahnke’s new GoPro RSUs?

The 270,270 GoPro RSUs vest over four years. Twenty-five percent vest on May 15, 2027, and another 25% vest on each annual anniversary thereafter, conditioned on Jahnke’s continuous status as an employee or service provider through each vesting date.

Why were 25,830 GoPro (GPRO) shares disposed of in this Form 4?

The 25,830 shares were relinquished and cancelled to satisfy federal and state tax withholding obligations from RSU vesting. The footnote explains this exempt transaction under Section 16b-3(e); Jahnke did not sell these shares on the open market.

:How many GoPro shares does Dean Jahnke own after these transactions?

After the reported grant and tax-withholding disposition, Dean Jahnke directly owns 833,164 shares of GoPro Class A common stock. This figure reflects his updated direct holdings as reported in the Form 4’s post-transaction ownership column.

Was Dean Jahnke’s GoPro tax-withholding transaction an open-market sale?

No. The filing states all 25,830 shares were relinquished to the issuer and cancelled in exchange for GoPro covering Jahnke’s tax obligations from RSU vesting. The footnote clarifies he did not sell or dispose of these shares for any other reason.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/19/2026 - 05:57 PM EDT 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^*

Jahnke Dean

(Last) (First) (Middle)

3025 CLEARVIEW WAY

(Street)

SAN MATEO CALIFORNIA 94402

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, Global Sales, CM, RE

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026

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
Class A Common Stock	05/15/2026		A(1)		270,270	A	$0	833,164	D
Class A Common Stock	05/15/2026		F(2)		25,830	D	$1.11	807,334	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

Explanation of Responses:

1. Represents an award of restricted stock units ("RSUs") that vests over a four-year period as follows: 25% of the RSUs shall vest on May 15, 2027 and 25% of the RSUs shall vest each annual anniversary thereafter, subject to the Reporting Person's continuous status as an employee or service provider through each vesting date.

2. Exempt transaction pursuant to Section 16b-3(e) - Payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this line item were relinquished by the Reporting Person and cancelled by the Issuer in exchange for the Issuer's agreement to pay federal and state tax withholding obligations of the Reporting Person resulting from the vesting of restricted stock units. The Reporting Person did not sell or otherwise dispose of any of the shares reported in this line item for any reason other than to cover required taxes.

Remarks:

	/s/ Tyler Gee, Attorney-in-Fact for Dean Jahnke	05/19/2026
	** 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)