Happen SVP converts 6,593 RSUs, withholds shares
Happen, Inc. (HAPN) reported that officer Stack Fergal, SVP, Corporate Controller, effected several equity compensation transactions on August 25, 2026.
Rhea-AI Filing Summary
Happen, Inc. (HAPN) reported that officer Stack Fergal, SVP, Corporate Controller, effected several equity compensation transactions on August 25, 2026. Three tranches of Restricted Stock Units (RSUs) covering 6,593 RSUs were exercised or converted into an equal number of shares of common stock at a $0.00 exercise price. Corresponding non-derivative entries show the acquisition of 3,117, 1,907 and 1,569 common shares. In a separate transaction, 2,682 common shares were disposed of at $18.25 per share to satisfy tax withholding obligations related to the RSU vesting, which the company specifies does not represent a sale of shares. Footnotes describe quarterly vesting schedules for the RSU awards, conditioned on continued service.
Positive
- None.
Negative
- None.
Insider Trade Summary
6,593 shares exercised/converted
Exercise
7 txns
Insider
Stack Fergal
Role
SVP, Corporate Controller
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Unit (RSU) F1, F3, F4 | 3,117 | $0.00 | $0.00 |
| Exercise | Restricted Stock Unit (RSU) F1, F5, F4 | 1,907 | $0.00 | $0.00 |
| Exercise | Restricted Stock Unit (RSU) F1, F6, F4 | 1,569 | $0.00 | $0.00 |
| Exercise | Common Stock F1 | 3,117 | $0.00 | $0.00 |
| Exercise | Common Stock F1 | 1,907 | $0.00 | $0.00 |
| Exercise | Common Stock F1 | 1,569 | $0.00 | $0.00 |
| Tax Withholding | Common Stock F2 | 2,682 | $18.25 | $49K |
Holdings After Transaction:
Restricted Stock Unit (RSU) — 33,372 contracts (Direct);
Common Stock — 43,888 shares (Direct)
Footnotes (6)
- F1. Each restricted stock unit ("RSU") represents the contingent right to receive, upon vesting of the RSU, one share of the Issuer's common stock.
- F2. Does not represent a sale of shares. Represents the number of shares withheld by the Issuer to cover tax withholding obligations in connection with the vesting of RSUs.
- F3. The RSUs vested as to 8.33% of the total shares on May 25, 2024, with an additional 8.33% of the total shares vesting quarterly thereafter, subject to continued service through each vesting date.
- F4. Not applicable.
- F5. The RSUs vested as to 8.33% of the total shares on May 25, 2025, with an additional 8.33% of the total shares vesting quarterly thereafter, subject to continued service through each vesting date.
- F6. The RSUs vested as to 8.33% of the total shares on May 25, 2026, with an additional 8.33% of the total shares vesting quarterly thereafter, subject to continued service through each vesting date.
Key Figures
RSUs exercised: 6,593 RSUs
RSUs tranche 1: 3,117 RSUs
RSUs tranche 2: 1,907 RSUs
+4 more
7 metrics
RSUs exercised
6,593 RSUs
Total RSUs exercised or converted on August 25, 2026
RSUs tranche 1
3,117 RSUs
First RSU tranche exercised into common stock on August 25, 2026
RSUs tranche 2
1,907 RSUs
Second RSU tranche exercised into common stock on August 25, 2026
RSUs tranche 3
1,569 RSUs
Third RSU tranche exercised into common stock on August 25, 2026
Shares withheld for taxes
2,682 shares
Common shares withheld to cover tax withholding obligations at $18.25 per share
Tax withholding price
$18.25 per share
Price used for 2,682-share tax withholding disposition
Initial RSU vesting percentage
8.33%
Initial portion of RSU grants vesting on May 25, 2024/2025/2026, with further quarterly vesting
Key Terms
Restricted Stock Unit (RSU), contingent right to receive, tax withholding obligations, vesting
4 terms
Restricted Stock Unit (RSU) financial
"Each restricted stock unit ("RSU") represents the contingent right to receive"
A restricted stock unit (RSU) is a promise from a company to give an employee company shares (or cash equal to their value) at a future date if certain conditions are met, such as staying with the company or hitting performance targets. For investors, RSUs matter because when they convert into actual shares they increase the number of shares available and can create selling pressure as employees cash out—think of them as a future paycheck paid in company stock.
contingent right to receive financial
"represents the contingent right to receive, upon vesting of the RSU, one share"
tax withholding obligations financial
"shares withheld by the Issuer to cover tax withholding obligations in connection"
vesting financial
"The RSUs vested as to 8.33% of the total shares on May 25"
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.
FAQ
What equity transactions did HAPN officer Stack Fergal report on this Form 4?
Stack Fergal reported exercises of 6,593 RSUs into common stock on August 25, 2026, reflected as three derivative transactions and matching acquisitions of common shares, plus a separate disposition of 2,682 shares to cover tax withholding obligations.
How many HAPN RSUs did Stack Fergal convert to common stock?
He converted a total of 6,593 Restricted Stock Units (RSUs) into an equal number of Happen, Inc. common shares, through tranches of 3,117, 1,907, and 1,569 RSUs, all reported with a $0.00 exercise price.
Were the RSU exercises by HAPN’s Stack Fergal made under a Rule 10b5-1 plan?
The filing indicates the Rule 10b5-1 checkbox is not affirmed (aff_10b5_one is false), and the footnotes do not describe any Rule 10b5-1 trading plan related to these transactions.
What are the vesting terms of Stack Fergal’s HAPN RSUs mentioned in the filing?
Footnotes state certain RSU grants vested as to 8.33% of total shares on May 25, 2024, May 25, 2025, or May 25, 2026, respectively, with additional 8.33% vesting quarterly thereafter, subject to continued service through each vesting date.
AI-generated analysis. How Rhea-AI works. Not financial advice.
