WM Technology (Nasdaq: MAPS) filed an 8-K reporting results of its 24 June 2025 Annual Meeting.
- Quorum: 117,465,020 shares (≈76% of outstanding) were represented.
- Director elections: Anthony Bay received 63,265,772 for / 23,616,419 withheld; Glen Ibbott 85,062,827 for / 1,819,364 withheld. Both will serve until 2028.
- Say-on-Pay: 82,257,989 for; 4,545,191 against; 79,011 abstain. Advisory compensation proposal approved.
- Auditor: Baker Tilly US, LLP ratified with 114,845,681 for; 2,472,903 against.
No other matters or material changes were disclosed.
WM Technology (MAPS) Director William Glen Ibbott reported two significant transactions on June 24, 2025:
- Disposed of 50,505 shares of Class A Common Stock at an average price of $0.9116 per share through a planned 10b5-1 trading program. This sale was executed to cover tax obligations from vesting RSUs and brokerage fees.
- Acquired 545,454 new Restricted Stock Units (RSUs) at $0 cost basis, which will vest in three equal annual installments coinciding with the next three annual stockholder meetings.
Following these transactions, Ibbott directly owns 663,299 shares of Class A Common Stock. The RSU grants are subject to continuous service requirements and include potential acceleration provisions. All transactions were executed under a 10b5-1 trading plan established on November 18, 2024, demonstrating pre-planned, compliant insider trading practices.
WM Technology (MAPS) Director Scott Gordon reported a significant insider transaction on June 24, 2025, selling 94,340 shares of Class A Common Stock at a weighted average price of $0.9116 per share. Following the transaction, Gordon retains direct ownership of 729,918 shares.
Key transaction details:
- The sale was executed under a Rule 10b5-1 trading plan established on September 10, 2024
- The transaction was specifically to cover tax withholding obligations from vesting restricted stock units and related brokerage fees
- Sale prices ranged from $0.9101 to $0.9208 per share
- The transaction was filed through an attorney-in-fact, Brian Camire
This Form 4 filing indicates a planned, non-discretionary sale rather than a strategic investment decision, as it was executed under a pre-established trading plan for tax obligation purposes.
WM Technology (MAPS) director Olga Gonzalez reported a sale of 62,501 shares of Class A Common Stock on June 24, 2025 at a weighted average price of $0.9115 per share. Following the transaction, Gonzalez retains direct ownership of 432,690 shares.
Key transaction details:
- The sale was executed under a Rule 10b5-1 trading plan established on September 4, 2024
- The transaction was specifically to cover tax withholding obligations from vesting restricted stock units and related brokerage fees
- Sale prices ranged from $0.9101 to $0.9208 per share
- The transaction was reported through an attorney-in-fact, Brian Camire
This insider sale represents a routine transaction related to tax obligations rather than a discretionary trading decision by the director.
Director Brenda Freeman of WM Technology (MAPS) reported a sale of 62,501 shares of Class A Common Stock at a weighted average price of $0.9113 per share on June 24, 2025. Following the transaction, Freeman retains direct ownership of 432,692 shares.
Key transaction details:
- The sale was executed under a Rule 10b5-1 trading plan established on September 4, 2024
- The transaction was specifically to cover tax withholding obligations from vesting restricted stock units and related brokerage fees
- Sale prices ranged from $0.9101 to $0.9208 per share
The Form 4 was filed through an attorney-in-fact on June 26, 2025, within the required reporting window. This transaction appears to be a routine tax-related sale rather than a discretionary divestment by the insider.
WM Technology (MAPS) Director Anthony Bay reported multiple transactions on Form 4:
- On June 23, 2025, sold 10,100 shares at $1.02 per share
- On June 24, 2025, sold 36,775 shares at average price of $0.911
- Also on June 24, received 545,454 RSUs that vest in three equal annual installments starting from next stockholder meeting
Sales were executed under a 10b5-1 trading plan established September 13, 2024, primarily to cover tax obligations from RSU vesting. Following these transactions, Bay directly owns 896,034 shares of Class A Common Stock. The RSU grant represents significant long-term equity compensation, while the sales were primarily for tax obligation purposes.
WM Technology, Inc. ("MAPS") filed a Form 8-K on June 25, 2025 disclosing the withdrawal of a previously announced potential buy-out.
On December 18, 2024 the Company received a non-binding indication of interest from co-founders Doug Francis and Justin Hartfield, together with affiliated entities, to acquire all outstanding Class A and Class V common shares. In a letter dated June 23, 2025, the same parties formally withdrew the proposal. The Company released a press statement (furnished as Exhibit 99.1) to inform shareholders; the disclosure was made under Item 7.01 (Regulation FD) and therefore is deemed "furnished" rather than "filed" for Exchange Act liability purposes.
No financial terms had ever been finalized because the proposal remained non-binding. As a result, no merger agreement, premium price, or financing details were provided. The withdrawal eliminates the near-term possibility of a change-of-control transaction originating from the founders. Aside from the withdrawal notice, the 8-K contains no updates on operations, earnings, or financial outlook.
Key ancillary details included in the filing:
- Trading symbols: MAPS for Class A common stock, MAPSW for warrants, both on The Nasdaq Global Select Market.
- Exhibits: 99.1 (press release dated June 25, 2025); 104 (cover-page Inline XBRL).
- Signing officer: CFO Susan Echard.
The disclosure is significant chiefly because it removes a potential corporate event that could have delivered an acquisition premium to shareholders.
A significant ownership update has been filed for WM Technology through a Schedule 13D/A amendment, revealing substantial holdings by key insiders. Douglas Francis holds the largest position with beneficial ownership of 31,856,695 shares (20.1% of outstanding shares), including both direct holdings and shared voting power through various entities.
Justin Hartfield controls 29,379,896 shares (19.0%), with holdings split between sole and shared voting power. Key investment vehicles include:
- Ghost Media Group - Controls 8,469,191 shares (5.5%), jointly managed by Francis and Hartfield
- Rebecca Francis Legacy Trust - Holds 8,691,425 shares (5.6%), with Douglas Francis as Investment Trustee
- WM Founders Legacy I & II - Hold approximately 1.0% each, controlled by Francis and Hartfield respectively
Notable is Francis's additional 4,342,391 restricted stock units granted November 2024, vesting quarterly over 3 years, subject to continued employment.
WM Technology, Inc. (ticker MAPS) filed a Form 144 indicating a proposed sale of restricted securities under Rule 144 of the Securities Act of 1933.
- Security: Class A common stock
- Seller: Not named in the excerpt; filing made on the seller’s behalf
- Shares to be sold: 10,100
- Aggregate market value: 10,605 (currency not specified but typically U.S. dollars)
- Shares outstanding: 105,053,766
- Approx. sale date: 06/23/2025 on Nasdaq
- Acquisition detail: Shares stem from RSU vesting on 03/07/2023; 25,252 RSUs were acquired from the issuer on that date.
- Prior 3-month sales: None reported.
The proposed 10,100-share disposition represents roughly 0.0096% of total shares outstanding—an immaterial fraction in terms of potential market impact. No adverse information about the company’s operations is disclosed, and the filer affirms they possess no undisclosed material information. The filing simply grants the insider the right to sell once the Rule 144 conditions are met; it does not oblige them to execute the trade or reveal pricing.
Investors typically monitor Form 144s for insight into insider sentiment. However, given the limited size relative to WM Technology’s float and the absence of concurrent negative disclosures, this notice alone is unlikely to affect valuation or liquidity in a meaningful way.