MIAX executive sells 20,000 shares after option exercise

MIAMI INTERNATIONAL HOLDINGS, INC. executive Harish Jayabalan, EVP, CISO and CRO, reported paired option exercises and share sales in MIAX common stock.

Rhea-AI Filing Summary

MIAMI INTERNATIONAL HOLDINGS, INC. executive Harish Jayabalan, EVP, CISO and CRO, reported paired option exercises and share sales in MIAX common stock. On June 8 and 9, he exercised a total of 20,000 nonqualified stock options at $12.00 per share and sold the same 20,000 shares in open-market transactions, creating a net-sell of option exposure but no change in his common share holdings.

The sales were executed at weighted average prices of $40.12 and $40.04 per share and were carried out under a previously established Rule 10b5-1 trading plan. Following these transactions, Jayabalan continues to hold 73,405 common shares directly and retains 834 nonqualified stock options with a $12.00 exercise price expiring on October 12, 2027.

Insights

Equity compensation analyst

Executive reduced option exposure by 20,000 shares via routine 10b5-1 exercise-and-sell.

EVP, CISO and CRO Harish Jayabalan exercised 20,000 nonqualified stock options at $12.00 and sold the corresponding 20,000 common shares at weighted average prices around $40. This pattern is typical for monetizing vested options while keeping underlying share ownership stable.

The filing shows his direct common share holdings remain at 73,405 after the transactions, while remaining option exposure falls to 834 shares with an October 2027 expiry. The activity was conducted under a pre-established Rule 10b5-1 Plan, indicating the timing was pre-planned rather than discretionary. Overall, this looks like routine compensation-driven liquidity rather than a directional change in his equity stake.

Insider Trade Summary 10b5-1

Exercise and Sale: 20,000 shares ($562K approx. pre-tax spread)

Exercise and Sale 6 txns

Insider Jayabalan Harish

Role EVP, CISO and CRO

Sold 20,000 shs ($802K)

Approx. gross sale proceeds $802K

Approx. exercise cost $240K

Approx. pre-tax spread $562K

Type	Security	Shares	Price	Value
Exercise	Nonqualified Stock Option (Right to Buy)	9,783	$0.00	$0.00
Exercise	Common Stock	9,783	$12.00	$117K
Sale	Common Stock	9,783	$40.04	$392K
Exercise	Nonqualified Stock Option (Right to Buy)	10,217	$0.00	$0.00
Exercise	Common Stock	10,217	$12.00	$123K
Sale	Common Stock	10,217	$40.12	$410K

Holdings After Transaction: Nonqualified Stock Option (Right to Buy) — 834 contracts (Direct); Common Stock — 73,405 shares (Direct)

Footnotes (4)

1. F1. This transaction was effected pursuant to a previously established Rule 10b5-1 Plan adopted by the Reporting Person on March 9, 2026.
2. F2. This transaction was executed in multiple trades throughout the day at prices ranging from $40.00 to $40.40. The price reported above reflects the weighted average sales price. The Reporting Person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.
3. F3. This transaction was executed in multiple trades throughout the day at prices ranging from $40.00 to $40.14. The price reported above reflects the weighted average sales price. The Reporting Person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.
4. F4. The options are fully vested.

Key Figures

Shares sold: 20,000 shares Sale prices: $40.12 and $40.04 per share Options exercised: 20,000 options at $12.00 +2 more

5 metrics

Shares sold 20,000 shares Total MIAX common stock sold in open-market transactions on June 8–9, 2026

Sale prices $40.12 and $40.04 per share Weighted average prices for June 8 and June 9, 2026 sales

Options exercised 20,000 options at $12.00 Nonqualified stock options exercised into common stock on June 8–9, 2026

Common shares held 73,405 shares Direct MIAX common stock holdings following the reported transactions

Remaining options 834 options at $12.00 Nonqualified stock options remaining after exercises, expiring October 12, 2027

Key Terms

Rule 10b5-1 Plan, Nonqualified Stock Option (Right to Buy), open-market sale, weighted average sales price, +1 more

5 terms

Rule 10b5-1 Plan regulatory

"This transaction was effected pursuant to a previously established Rule 10b5-1 Plan adopted by the Reporting Person"

A Rule 10b5-1 plan is a prearranged, written schedule that lets corporate insiders buy or sell company stock at set times or amounts, even if they later learn material nonpublic information. Think of it like setting an automatic thermostat for trades: it creates a clear record that trades were planned in advance, reducing the risk of insider-trading accusations and helping investors trust that insider transactions are routine rather than based on secret information.

Nonqualified Stock Option (Right to Buy) financial

"security_title: "Nonqualified Stock Option (Right to Buy)" associated with MIAX common stock"

open-market sale financial

"transaction_action: "open-market sale" for MIAX common stock transactions coded "S""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

weighted average sales price financial

"The price reported above reflects the weighted average sales price"

fully vested financial

"The options are fully vested."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did MIAX executive Harish Jayabalan report in this Form 4 filing for MIAX?

Harish Jayabalan reported exercising 20,000 nonqualified stock options at $12.00 per share and selling the corresponding 20,000 MIAX common shares in the open market, while keeping his direct common share ownership unchanged at 73,405 shares after the transactions.

How many MIAX shares did Harish Jayabalan sell and at what prices?

He sold a total of 20,000 MIAX common shares in two days of trading. The weighted average sale prices were $40.12 per share on June 8 and $40.04 per share on June 9, based on multiple trades executed throughout each trading day.

How many MIAX stock options did Harish Jayabalan exercise and at what strike price?

He exercised 20,000 nonqualified stock options for MIAX common stock. Each option carried a $12.00 per share exercise price. The options were fully vested, and the exercises directly preceded the related open-market sales of the same number of common shares.

What are Harish Jayabalan’s MIAX holdings after these transactions?

After the reported transactions, he directly holds 73,405 MIAX common shares. He also retains 834 nonqualified stock options with a $12.00 exercise price that expire on October 12, 2027, reflecting reduced but ongoing derivative exposure to MIAX stock.

Were Harish Jayabalan’s MIAX share sales under a Rule 10b5-1 trading plan?

Yes. The filing notes that at least one of the transactions was executed under a previously established Rule 10b5-1 trading plan adopted on March 9, 2026. Such pre-planned arrangements are designed to structure sales independently of short-term market conditions.

Did Harish Jayabalan’s Form 4 transactions change his MIAX common share ownership level?

The pattern shows no net change in his direct MIAX common share count. He exercised and then sold 20,000 shares, leaving his direct holdings at 73,405 shares before and after, while primarily reducing his outstanding nonqualified stock options position.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/10/2026 - 04:29 PM EDT Learn about SEC filing dates

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).

X

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^*

Jayabalan Harish

(Last) (First) (Middle)

C/O MIAMI INTERNATIONAL HOLDINGS, INC.

7 ROSZEL ROAD, SUITE 1A

(Street)

PRINCETON NEW JERSEY 08540

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
MIAMI INTERNATIONAL HOLDINGS, INC. [ MIAX ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, CISO and CRO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/08/2026

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

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

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

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	06/08/2026		M(1)		10,217	A	$12	83,622	D
Common Stock	06/08/2026		S(1)		10,217	D	$40.12(2)	73,405	D
Common Stock	06/09/2026		M(1)		9,783	A	$12	83,188	D
Common Stock	06/09/2026		S(1)		9,783	D	$40.04(3)	73,405	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
Nonqualified Stock Option (Right to Buy)	$12	06/08/2026		M(1)			10,217	(4)	10/12/2027	Common Stock	10,217	$0	10,617	D
Nonqualified Stock Option (Right to Buy)	$12	06/09/2026		M(1)			9,783	(4)	10/12/2027	Common Stock	9,783	$0	834	D

Explanation of Responses:

1. This transaction was effected pursuant to a previously established Rule 10b5-1 Plan adopted by the Reporting Person on March 9, 2026.

2. This transaction was executed in multiple trades throughout the day at prices ranging from $40.00 to $40.40. The price reported above reflects the weighted average sales price. The Reporting Person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.

3. This transaction was executed in multiple trades throughout the day at prices ranging from $40.00 to $40.14. The price reported above reflects the weighted average sales price. The Reporting Person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.

4. The options are fully vested.

Remarks:

	/s/Alessandra Maria Corona Henriques, Attorney-in-Fact	06/10/2026
	** 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).
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 4: SEC 1474 (03-26)