HEPS (NASDAQ: HEPS) logistics CEO reports 100,000 RSUs vesting in 2027

Rhea-AI Filing Summary

D-MARKET Electronic Services & Trading executive Hakan Karadogan, CEO of Logistics, filed an initial ownership report showing a holding of Restricted Stock Units. These RSUs are linked to 100,000 ordinary shares on a one-for-one basis and are scheduled to fully vest on 1/31/2027.

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Karadogan Hakan

(Last) (First) (Middle)

KUSTEPE MAH. MECIDIYEKOY YOLU CAD.

TRUMP TOWERS TOWER:2 NO:12 FLOOR:2 SISLI

(Street)

ISTANBUL 34387

(City) (State) (Zip)

TURKEY

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026

3. Issuer Name and Ticker or Trading Symbol
D-MARKET Electronic Services & Trading [ HEPS ]

3a. Foreign Trading Symbol

5. If Amendment, Date of Original Filed (Month/Day/Year)

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO of Logistics

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	(1)	Ordinary Shares	100,000	(1)	D

Explanation of Responses:

1. Restricted Stock Units convert into ordinary shares (which may be represented by American Depositary Shares) on a one-for-one basis. This award will fully vest on 1/31/2027.

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney. This Form 3 is being filed late due to an administrative delay in obtaining the reporting person's EDGAR filing credentials. With respect to the untimely filing of this Form 3, the reporting person intends to rely on the no-action relief available to directors and officers of foreign private issuers pursuant to Question 6 of the Holding Foreign Insiders Accountable Act FAQ (added on March 12, 2026).

	/s/ Zeynep Tuana Temel, attorney-in-fact for Hakan Karadogan	03/23/2026
	** 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 5 (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 3: SEC 1473 (03-26)

FAQ

What insider position does HEPS executive Hakan Karadogan report on Form 3?

Hakan Karadogan reports holding Restricted Stock Units tied to 100,000 ordinary shares. These RSUs represent a potential future equity stake rather than current shares, reflecting part of his compensation as CEO of Logistics at D-MARKET Electronic Services & Trading.

When do Hakan Karadogan’s HEPS Restricted Stock Units fully vest?

The Restricted Stock Units are scheduled to fully vest on January 31, 2027. Vesting means the executive will earn the right to receive the underlying ordinary shares, assuming continued service or satisfaction of any applicable conditions.

How do Hakan Karadogan’s HEPS Restricted Stock Units convert into shares?

Each Restricted Stock Unit converts into one ordinary share of D-MARKET Electronic Services & Trading. The footnote notes ordinary shares may be represented by American Depositary Shares, maintaining a simple one-for-one conversion ratio at vesting.

Does the HEPS Form 3 show any buy or sell transactions by Hakan Karadogan?

The Form 3 shows no buy or sell transactions. It is an initial ownership statement listing a holding of Restricted Stock Units, not a record of recent market trades or option exercises by the HEPS executive.

What ownership type is reported for Hakan Karadogan’s HEPS Restricted Stock Units?

The filing classifies the Restricted Stock Units as direct ownership. This indicates the RSUs are held directly in his name rather than through a trust, partnership, or other indirect entity structure associated with the HEPS executive.