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Form 4: Director Mimi Drake receives 7,012 RSUs at Hudson Global (HSON)

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

Rhea-AI Filing Summary

Hudson Global, Inc. reporting person Mimi K. Drake, a director, received a grant of 7,012 Restricted Stock Units (RSUs) on 09/09/2025. Each RSU represents the right to receive one share of common stock at settlement, payable on the first anniversary of the grant date. The grant was determined using the closing price on the grant date and was recorded at a transaction price of $0. After the award, the reporting person beneficially owns 52,067 shares. The Form is signed by an attorney-in-fact on 09/11/2025. The award was made under the issuer's 2009 Incentive Stock and Awards Plan, as amended and restated.

Positive

  • Alignment with shareholders: RSUs link director compensation to stock performance by converting to common shares at settlement.
  • Deferred settlement: Shares payable on the first anniversary of the grant encourage longer-term holding and alignment.

Negative

  • Dilution risk: Conversion of 7,012 RSUs will increase outstanding shares when settled.
  • Compensation expense: The grant represents a future share issuance that will be recorded as equity compensation expense for the issuer.

Insights

TL;DR: Routine equity compensation to align a director's incentives with shareholders; settlement is deferred by one year.

This Form 4 discloses a standard grant of 7,012 RSUs to a director under the company's long-standing incentive plan. The RSUs vest/settle one year after grant, converting to common stock at a one-for-one ratio. As reported, the grant was priced at $0 for transaction reporting purposes, reflecting an award rather than market purchase. For governance review, note the grant size relative to the director's post-grant holding (52,067 shares) and that it follows established plan mechanics rather than a special one-off award.

TL;DR: Insider received non-cash equity award; modest increase in beneficial holdings, likely not material to market dynamics alone.

The reported 7,012 RSUs increase the reporting person's beneficial holdings to 52,067 shares. This is a non-cash compensation event recorded at $0 for the transaction, with actual shares payable upon settlement one year after grant. From a securities perspective, this is a disclosure of insider compensation rather than a market transaction; it signals continued alignment but does not represent an immediate share sale or purchase impacting liquidity.

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*
Drake Mimi K

(Last) (First) (Middle)
C/O STAR EQUITY HOLDINGS, INC.
53 FOREST AVENUE, SUITE 102

(Street)
OLD GREENWICH CT 06870

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Hudson Global, Inc. [ STRR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/09/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
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 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
Common Stock(1) 09/09/2025 A 7,012(1) A $0 52,067 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. Includes 7,012 Restricted Stock Units credited to the Reporting Person's account under the Issuer's 2009 Incentive Stock and Awards Plan, as amended and restated. Each Restricted Stock Unit represents the right to receive, at settlement, one share of Common Stock payable upon the first anniversary of the Grant Date. The number of Restricted Stock Units granted was determined using the closing price on September 9, 2025.
Remarks:
Exhibit List: Exhibit 24 - Power of Attorney
/s/ Matthew K. Diamond, Attorney-in-Fact for Mimi K. Drake 09/11/2025
** 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.

FAQ

What did Mimi K. Drake receive according to the Form 4 for HSON?

The Form 4 reports a grant of 7,012 Restricted Stock Units (RSUs) to Mimi K. Drake on 09/09/2025 under the issuer's 2009 Incentive Stock and Awards Plan.

When will the RSUs reported on the Form 4 convert to shares?

Each RSU is payable upon settlement on the first anniversary of the grant date, per the Form 4 explanation.

How many shares does Mimi K. Drake beneficially own after the reported transaction?

After the reported award, the Form 4 shows Mimi K. Drake beneficially owns 52,067 shares.

Was the transaction a purchase or a grant and what price was reported?

The Form 4 indicates the RSUs were granted (transaction code A) and the transaction price is reported as $0.

Under which plan were the RSUs granted according to the filing?

The RSUs were granted under the issuer's 2009 Incentive Stock and Awards Plan, as amended and restated.
Hudson Global Inc

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