[Form 4] Katapult Holdings, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Katapult Holdings CEO Orlando Zayas reported a tax-related share disposition. On February 15, he had 3,096 shares of Katapult common stock withheld at $6.51 per share to cover taxes tied to vested restricted stock units from prior equity awards.

These shares were withheld in connection with the 2022, 2023 and 2024 RSU awards rather than sold in the open market. After this withholding, Zayas directly owns 131,552 shares of Katapult common stock.

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

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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^*

Zayas Orlando

(Last) (First) (Middle)

5360 LEGACY DRIVE

BUILDING 2

(Street)

PLANO TX 75024

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Katapult Holdings, Inc. [ KPLT ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/15/2026

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	02/15/2026		F		3,096(1)(2)(3)(4)	D	$6.51	131,552	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. On March 15, 2022, the reporting person was granted 1,183,224 RSUs (which, following the Issuer's July 27, 2023 1-for-25 reverse stock split, resulted in 47,329 RSUs), 25% of which vested on March 15, 2023,with the remainder scheduled to vest thereafter in 12 quarterly installments on each of May 15, August 15, November 15 and February 15 subject to the reporting person's continued employment with the Issuer on each applicable vesting date (the "2022 Award").

2. On June 16, 2023, the reporting person was granted 530,000 RSUs (which, following the Issuer's July 27, 2023 1-for-25 reverse stock split, resulted in 21,200RSUs), one-third of which vested on March 15, 2024, and the remainder scheduled to vest thereafter in eight quarterly installments on each of May 15, August 15, November 15 and February 15 subject to the reporting person's continued employment with the Issuer on each applicable vesting date (the "2023 Award").

3. On May 6, 2024, the reporting person was granted 26,500 RSUs, one-third of which vested on March15, 2025, and the remainder scheduled to vest thereafter in eight quarterly installments on each of May 15, August 15, November 15 and February 15 subject to the reporting person's continued employment with theIssuer on each applicable vesting date (the "2024 Award").

4. The shares reported in Column 4 are shares withheld for the payment of taxes associated with the 2022 Award, 2023 Award and 2024 Award.

	/s/ By: Ryan Wigdor, as attorney-in-fact for Orlando Zayas	03/06/2026
	** 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 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).
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FAQ

What insider transaction did Katapult (KPLT) CEO Orlando Zayas report?

Orlando Zayas reported a tax-related share disposition. On February 15, 3,096 Katapult common shares were withheld at $6.51 per share to pay taxes due on vested restricted stock units from his equity awards.

Was the Katapult (KPLT) CEO’s Form 4 transaction an open-market sale?

The transaction was not an open-market sale. The 3,096 shares were withheld to satisfy tax obligations on vested RSUs from the 2022, 2023 and 2024 awards rather than being sold on the open market.

How many Katapult (KPLT) shares does CEO Orlando Zayas own after this Form 4?

After the tax-withholding disposition, Orlando Zayas directly owns 131,552 Katapult common shares. This figure reflects his holdings following the 3,096 shares withheld on February 15 to cover taxes on his vesting restricted stock units.

What equity awards are linked to the Katapult (KPLT) CEO’s tax-withholding transaction?

The tax withholding relates to three RSU awards. These are the 2022 Award, 2023 Award and 2024 Award, each vesting over time in quarterly installments, contingent on Zayas’ continued employment with Katapult on each vesting date.

What does transaction code “F” mean in the Katapult (KPLT) CEO’s Form 4?

Transaction code “F” indicates shares used to pay taxes or exercise costs. In this case, 3,096 Katapult shares were withheld specifically to cover tax liabilities arising from the vesting of previously granted restricted stock unit awards.

Are the Katapult (KPLT) CEO’s RSU awards subject to continued employment?

Yes. The 2022, 2023 and 2024 RSU awards vest in scheduled quarterly installments. Each installment is conditioned on Orlando Zayas remaining employed by Katapult on the applicable vesting dates specified for those restricted stock unit grants.