Woodman family trust (GPRO) acquires 19,280,205 GoPro warrants in note deal
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
GoPro, Inc. insider Nicholas Woodman, through The Woodman Family Trust he co‑trustees with his spouse, acquired 19,280,205 warrants on July 9, 2026. The warrants have a $0.7780 exercise price for Class B common stock, are exercisable on or after January 9, 2027 subject to specified Change of Control announcement terms, and expire July 9, 2029. They were received in connection with the trust’s purchase from the company of 6.50% senior secured notes under a Securities Purchase Agreement effective July 9, 2026. Following these transactions, the trust indirectly holds 1,129,944 Class A shares plus these warrants, while Woodman directly holds 792,059 Class A shares.
Positive
- None.
Negative
- None.
Insider Trade Summary
3 transactions reported
Net Buy
3 txns
Insider
Woodman Nicholas, Woodman Family Trust under Trust Agreement dated March 11, 2011
Role
CEO, Chairman of the Board | 10% Owner
Bought
19,280,205 shs ($0.00)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Purchase | Warrants (right to buy) | 19,280,205 | $0.00 | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
Holdings After Transaction:
Warrants (right to buy) — 19,280,205 shares (Indirect, By The Woodman Family Trust under Trust Agreement dated March 11, 2011);
Class A Common Stock — 792,059 shares (Direct);
Class A Common Stock — 1,129,944 shares (Indirect, By The Woodman Family Trust under Trust Agreement dated March 11, 2011)
Footnotes (1)
- Mr. Woodman and spouse are the co-trustees of The Woodman Family Trust (the "Trust") under Trust Agreement dated March 11, 2011. The Trust purchased senior secured notes and warrants pursuant to a Securities Purchase Agreement ("SPA"), effective July 9, 2026. Pursuant to the SPA, the warrants are exercisable on or after the earlier of (i) January 9, 2027, and (ii) either (x) the Company's first public announcement of a Change of Control as defined in the 6.50% senior secured notes issued by the Company, or (y) the Company's first public announcement of the signing of a definitive agreement for a transaction which, if consummated, would result in a Change of Control. Received in connection with the purchase from the Company of senior secured notes.
Key Figures
Warrants acquired: 19,280,205 warrants
Warrant exercise price: $0.7780 per share
Warrant exercisability date: January 9, 2027
+4 more
7 metrics
Warrants acquired
19,280,205 warrants
Indirectly acquired by The Woodman Family Trust on July 9, 2026
Warrant exercise price
$0.7780 per share
Exercise price for underlying Class B common stock
Warrant exercisability date
January 9, 2027
Exercisable on or after this date or earlier upon specified Change of Control announcements
Warrant expiration date
July 9, 2029
Expiration date of the warrants received by the trust
Indirect Class A holdings
1,129,944 shares
GoPro Class A shares indirectly held by The Woodman Family Trust after the transactions
Direct Class A holdings
792,059 shares
GoPro Class A shares directly held by Nicholas Woodman after the transactions
Senior secured notes rate
6.50%
Coupon on senior secured notes referenced in connection with the warrants
Key Terms
senior secured notes, Securities Purchase Agreement, Change of Control, warrants (right to buy), +1 more
5 terms
senior secured notes financial
"The Trust purchased senior secured notes and warrants pursuant to a Securities Purchase Agreement"
Senior secured notes are loans a company sells to investors that are backed by specific assets and given first priority for repayment if the company defaults. Because they have a claim on collateral and are paid before other debts, they usually offer lower risk and correspondingly lower interest than unsecured debt; investors use them to judge how safe repayment and recovery of principal might be, like holding a mortgage instead of an unsecured credit card balance.
Securities Purchase Agreement financial
"purchased senior secured notes and warrants pursuant to a Securities Purchase Agreement ("SPA"), effective July 9, 2026"
A securities purchase agreement is a written contract between a buyer and a seller outlining the terms for buying or selling financial assets such as stocks or bonds. It specifies details like the price, quantity, and conditions of the transaction, similar to a shopping list with agreed-upon terms. For investors, it provides clarity and legal protection when transferring ownership of these financial instruments.
Change of Control financial
"first public announcement of a Change of Control as defined in the 6.50% senior secured notes"
A change of control occurs when the ownership or management of a company shifts significantly, such as through a sale, merger, or acquisition, resulting in new leadership or ownership structure. This change can impact the company's direction and decision-making, which is important for investors because it may affect the company's stability, strategy, and future prospects.
warrants (right to buy) financial
"Warrants (right to buy) with underlying security title Class B Common Stock"
Class B Common Stock financial
"underlying security title "Class B Common Stock" with 19,280,205 underlying shares"
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
FAQ
What insider transaction did GoPro (GPRO) report involving Nicholas Woodman?
GoPro reported that The Woodman Family Trust, co‑trustee Nicholas Woodman, acquired 19,280,205 warrants on July 9, 2026. These warrants relate to Class B common stock and were received with a purchase of 6.50% senior secured notes from the company.
What are the key terms of the warrants acquired in the GoPro (GPRO) insider transaction?
The acquired warrants cover 19,280,205 underlying Class B shares at a $0.7780 exercise price. They become exercisable on or after January 9, 2027, or earlier upon specified Change of Control announcements, and expire on July 9, 2029.
How are the GoPro (GPRO) warrants linked to the company’s senior secured notes?
The warrants were received in connection with the trust’s purchase from GoPro of 6.50% senior secured notes under a Securities Purchase Agreement effective July 9, 2026. The notes and warrants were issued together as part of that financing arrangement.
Who controls the Woodman Family Trust in the GoPro (GPRO) insider filing?
The filing states that Mr. Woodman and his spouse are co‑trustees of The Woodman Family Trust under a Trust Agreement dated March 11, 2011. The trust is the entity that purchased the senior secured notes and received the related warrants.
Does the GoPro (GPRO) Form 4 reflect an open-market stock trade or a structured financing?
The derivative transaction is coded as a purchase and the footnotes explain the warrants were received with a purchase of senior secured notes from GoPro under a Securities Purchase Agreement, indicating a structured financing rather than a simple open‑market stock trade.