STOCK TITAN

MIAX (MIAX) director Jill Sommers granted RSUs and stock options

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

MIAMI INTERNATIONAL HOLDINGS, INC. director Jill E. Sommers reported equity awards in the form of common stock, restricted stock units (RSUs), and stock options. She acquired 4,970 RSUs that fully vested on the grant date, each representing one share of common stock, and now holds 6,083 common shares directly after these awards. She also received 1,113 additional RSUs that will vest on the last business day immediately preceding the 2027 annual meeting of stockholders, subject to continued service. In addition, she received a nonqualified stock option for 2,571 shares of common stock at an exercise price of $40.24 per share, expiring in 2036, with tranches scheduled to vest on June 30, 2026, September 30, 2026, and December 31, 2026. These are compensation-related grants, not open-market purchases or sales.

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Insider Sommers Jill E.
Role Director
Type Security Shares Price Value
Grant/Award Nonqualified Stock Option (Right to Buy) 2,571 $0.00 --
Grant/Award Common Stock 4,970 $0.00 --
Grant/Award Common Stock 1,113 $0.00 --
Holdings After Transaction: Nonqualified Stock Option (Right to Buy) — 2,571 shares (Direct); Common Stock — 6,083 shares (Direct)
Footnotes (1)
  1. The amount represents restricted stock units ("RSUs") that fully vested on the date of grant. Each RSU represents a right to receive one share of the Issuer's common stock. The amount represents RSUs that vest on the last business day immediately preceding the 2027 annual meeting of stockholders, subject to the reporting person's continued service to the Issuer through the vesting date. 1,285 of the shares subject to this option will vest on June 30, 2026, 643 of the shares subject to this option will vest on September 30, 2026 and the remaining 643 of the shares subject to this option will vest on December 31, 2026, subject to the Reporting Person's continued service to the Issuer or its subsidiaries through the applicable vesting date.
Fully vested RSUs granted 4,970 shares RSUs that fully vested on the grant date
Time-vested RSUs granted 1,113 shares RSUs vesting before 2027 annual meeting, service-based
Option grant size 2,571 shares Nonqualified stock option for MIAX common stock
Option exercise price $40.24 per share Conversion or exercise price of nonqualified stock option
Shares held after RSU grant 6,083 shares Total MIAX common shares directly owned after acquisition
Option vesting June 30, 2026 1,285 shares First vesting tranche of the option, service-based
Option vesting Sept & Dec 2026 643 + 643 shares Second and third vesting tranches of the option in 2026
restricted stock units ("RSUs") financial
"The amount represents restricted stock units ("RSUs") that fully vested on the date of grant."
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
Nonqualified Stock Option (Right to Buy) financial
"security_title": "Nonqualified Stock Option (Right to Buy)""
exercise price financial
"conversion_or_exercise_price": "40.2400""
The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.
vesting financial
"shares subject to this option will vest on June 30, 2026, 643 ... September 30, 2026 and ... December 31, 2026"
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.
grant, award, or other acquisition financial
"transaction_code_description": "Grant, award, or other acquisition""

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FAQ

What did MIAX director Jill E. Sommers report in this Form 4 filing?

Jill E. Sommers reported equity awards from MIAX, including fully vested RSUs, time-vested RSUs, and a nonqualified stock option grant. These are compensation-related acquisitions, not open-market share purchases or sales, and increase her direct equity exposure to the company.

How many MIAX RSUs did Jill E. Sommers receive and how do they vest?

She received 4,970 RSUs that fully vested on the grant date and 1,113 RSUs that vest before the 2027 annual meeting. Each RSU represents one share of common stock, subject to her continued service with MIAX through the applicable vesting dates.

What are the key terms of Jill E. Sommers’ MIAX nonqualified stock option grant?

She was granted a nonqualified stock option for 2,571 shares of MIAX common stock at a $40.24 exercise price. The option expires in 2036 and vests in three tranches during 2026, contingent on her continued service to the company or its subsidiaries.

How many MIAX common shares does Jill E. Sommers hold after these reported grants?

After the reported RSU-related acquisitions, she holds 6,083 MIAX common shares directly. This figure reflects her updated ownership position following the fully vested RSU grant and is separate from the 2,571 shares underlying her new stock option award.

Are Jill E. Sommers’ MIAX transactions open-market buys or sells?

The transactions are classified as grants or awards, not open-market buys or sells. They include RSU awards and a nonqualified stock option grant issued at no cash cost per share as reported, forming part of her overall director compensation package.

When will Jill E. Sommers’ MIAX option and RSUs vest according to the filing?

The 1,113 RSUs vest immediately before the 2027 annual meeting, subject to continued service. The 2,571-share option vests in 2026: 1,285 shares on June 30, 643 shares on September 30, and 643 shares on December 31, under the same service condition.
SEC Form 4
FORM 4UNITED 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*
Sommers Jill E.

(Last)(First)(Middle)
C/O MIAMI INTERNATIONAL HOLDINGS, INC.
7 ROSZEL ROAD, SUITE 1

(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/15/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock06/15/2026A1,113(1)A$01,113D
Common Stock06/16/2026A4,970(2)A$06,083D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Nonqualified Stock Option (Right to Buy)$40.2406/16/2026A2,571 (3)06/15/2036Common Stock2,571$02,571D
Explanation of Responses:
1. The amount represents restricted stock units ("RSUs") that fully vested on the date of grant. Each RSU represents a right to receive one share of the Issuer's common stock.
2. The amount represents RSUs that vest on the last business day immediately preceding the 2027 annual meeting of stockholders, subject to the reporting person's continued service to the Issuer through the vesting date.
3. 1,285 of the shares subject to this option will vest on June 30, 2026, 643 of the shares subject to this option will vest on September 30, 2026 and the remaining 643 of the shares subject to this option will vest on December 31, 2026, subject to the Reporting Person's continued service to the Issuer or its subsidiaries through the applicable vesting date.
Remarks:
/s/Alessandra Maria Corona Henriques, Attorney-in-Fact06/17/2026
** Signature of Reporting PersonDate
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)