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  4. [Form 4] GoPro, Inc. Insider Trading Activity

GoPro (GPRO) SVP receives major RSU awards and sells shares

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

GoPro, Inc. SVP and General Counsel Stephen Jason Christopher reported a mix of stock awards, tax withholding, and a planned share sale. He received two grants totaling 277,675 restricted stock units (RSUs): 270,270 RSUs that vest 100% on May 15, 2026, and 7,405 RSUs that vest in four annual installments starting May 15, 2027, subject to continued service.

On May 15, 13,999 shares were relinquished to cover tax obligations from RSU vesting, a non-market disposition. On May 18, he sold 16,894 shares of Class A Common Stock in an open-market transaction at a weighted average price of $1.11 per share under a pre-arranged Rule 10b5-1 trading plan. After these transactions, he directly held 381,324 shares of GoPro Class A Common Stock.

Positive

  • None.

Negative

  • None.
Insider Stephen Jason Christopher
Role SVP, General Counsel
Sold 16,894 shs ($19K)
Type Security Shares Price Value
Sale Class A Common Stock 16,894 $1.11 $19K
Grant/Award Class A Common Stock 7,405 $0.00 $0.00
Grant/Award Class A Common Stock 270,270 $0.00 $0.00
Exercise Price or Tax Liability Class A Common Stock 13,999 $1.11 $16K
Holdings After Transaction: Class A Common Stock — 381,324 shares (Direct)
Footnotes (5)
  1. F1. Represents an award of restricted stock units ("RSUs") that will vest 100% on May 15, 2026.
  2. F2. Represents an award of 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.
  3. F3. 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.
  4. F4. The sale reported in this line item was effected pursuant to a Rule 10b5-1 trading plan previously adopted by the Reporting Person on August 19, 2025.
  5. F5. The reported price in Column 4 of Table I is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.09 to $1.16 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote on this Form 4.
Open-market sale 16,894 shares at $1.11/share Class A Common Stock sale on May 18, 2026
One-year RSU award 270,270 RSUs Vest 100% on May 15, 2026
Four-year RSU award 7,405 RSUs Vest 25% annually starting May 15, 2027
Tax withholding shares 13,999 shares Relinquished to cover tax obligations from RSU vesting
Post-transaction holdings 381,324 shares Direct Class A Common Stock held after latest transaction
Price range of sale $1.09–$1.16 per share Multiple trades comprising the weighted average sale
restricted stock units ("RSUs") financial
"Represents an award of restricted stock units ("RSUs") that will vest 100% on May 15, 2026."
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.
Rule 16b-3 regulatory
"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.
Section 16b-3(e) regulatory
"Exempt transaction pursuant to Section 16b-3(e) - Payment of exercise price or tax liability"
Rule 10b5-1 trading plan regulatory
"The sale reported in this line item was effected pursuant to a Rule 10b5-1 trading plan previously adopted"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
weighted average price financial
"The reported price in Column 4 of Table I is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

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

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Form 4 Insider Transactions: What Each Field Means →

FAQ

What insider transactions did GoPro (GPRO) report for SVP Stephen Jason Christopher?
GoPro reported that SVP and General Counsel Stephen Jason Christopher received two RSU awards totaling 277,675 units, had 13,999 shares withheld to cover taxes, and sold 16,894 Class A shares in an open-market transaction under a pre-arranged Rule 10b5-1 trading plan.

How many GoPro (GPRO) shares did Stephen Jason Christopher sell and at what price?
Stephen Jason Christopher sold 16,894 shares of GoPro Class A Common Stock at a weighted average price of $1.11 per share. The shares were sold in multiple trades within a price range of $1.09 to $1.16, under a Rule 10b5-1 trading plan.

What RSU awards did GoPro (GPRO) grant to Stephen Jason Christopher?
GoPro granted Stephen Jason Christopher 270,270 restricted stock units that vest 100% on May 15, 2026, and an additional 7,405 RSUs that vest over four years, with 25% vesting on May 15, 2027 and 25% vesting on each annual anniversary thereafter, subject to continued service.

Why were 13,999 GoPro (GPRO) shares disposed of by Stephen Jason Christopher?
The 13,999 shares were relinquished and cancelled to satisfy federal and state tax withholding obligations triggered by RSU vesting. This was an exempt transaction under Section 16b-3(e), and he did not sell these shares for any reason other than covering required taxes.

How many GoPro (GPRO) shares does Stephen Jason Christopher hold after these transactions?
After the reported RSU grants, tax withholding, and open-market sale, Stephen Jason Christopher directly held 381,324 shares of GoPro Class A Common Stock. This figure reflects his ownership immediately following the latest transaction disclosed in the filing.

Was Stephen Jason Christopher’s GoPro (GPRO) share sale discretionary or pre-planned?
The sale of 16,894 GoPro shares by Stephen Jason Christopher was executed pursuant to a pre-arranged Rule 10b5-1 trading plan adopted on August 19, 2025, indicating the timing was set in advance rather than being a discretionary, same-day trading decision.
SEC Form 4
FORM 4UNITED 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).
X
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*
Stephen Jason Christopher
(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
SVP, General Counsel
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Class A Common Stock05/15/2026A(1)7,405A$0141,947D
Class A Common Stock05/15/2026A(2)270,270A$0412,217D
Class A Common Stock05/15/2026F(3)13,999D$1.11398,218D
Class A Common Stock05/18/2026S(4)16,894D$1.11(5)381,324D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents an award of restricted stock units ("RSUs") that will vest 100% on May 15, 2026.
2. Represents an award of 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.
3. 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.
4. The sale reported in this line item was effected pursuant to a Rule 10b5-1 trading plan previously adopted by the Reporting Person on August 19, 2025.
5. The reported price in Column 4 of Table I is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.09 to $1.16 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote on this Form 4.
Remarks:
/s/ Tyler Gee, Attorney-in-Fact for Jason C. Stephen05/19/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR