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Miami International Holdings (MIAX) EVP granted RSUs and long-term stock options

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

Rhea-AI Filing Summary

MIAMI INTERNATIONAL HOLDINGS, INC. EVP and CIO Douglas M. Schafer Jr. received equity compensation consisting of restricted stock units and stock options. He acquired 23,298 shares of Common Stock as restricted stock units, bringing his direct Common Stock holdings to 387,414 shares after the award.

He was also granted a nonqualified stock option for 21,481 shares and an incentive stock option for 2,485 shares, each with a $40.24 exercise price and expiring on June 15, 2036. The RSUs and options vest in three equal annual installments on June 16, 2027, June 16, 2028, and June 16, 2029, subject to his continued service.

Positive

  • None.

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Insider Schafer Douglas M. JR
Role EVP and CIO
Type Security Shares Price Value
Grant/Award Incentive Stock Option (Right to Buy) 2,485 $0.00 --
Grant/Award Nonqualified Stock Option (Right to Buy) 21,481 $0.00 --
Grant/Award Common Stock 23,298 $0.00 --
Holdings After Transaction: Incentive Stock Option (Right to Buy) — 2,485 shares (Direct); Nonqualified Stock Option (Right to Buy) — 21,481 shares (Direct); Common Stock — 387,414 shares (Direct)
Footnotes (1)
  1. The amount represents restricted stock units ("RSUs") that vest as to 7,766 on June 16, 2027, 7,766 on June 16, 2028 and the remaining 7,766 on June 16, 2029, subject to the Reporting Person's continued service to the Issuer or its subsidiaries through each applicable vesting date. 829 of the shares subject to this option will vest on June 16, 2027, 828 of the shares subject to this option will vest on June 16, 2028 and the remaining 828 of the shares subject to this option will vest on June 16, 2029, subject to the Reporting Person's continued service to the Issuer or its subsidiaries through the applicable vesting date. 7,161 of the shares subject to this option will vest on June 16, 2027, 7,160 of the shares subject to this option will vest on June 16, 2028 and the remaining 7,160 of the shares subject to this option will vest on June 16, 2029, subject to the Reporting Person's continued service to the Issuer or its subsidiaries through the applicable vesting date.
RSU grant 23,298 shares Restricted stock units awarded as Common Stock
Nonqualified option grant 21,481 shares Right to buy Common Stock, Form 4 derivative entry
Incentive stock option grant 2,485 shares Right to buy Common Stock, Form 4 derivative entry
Option exercise price $40.24 per share Applies to both option grants
Option expiration June 15, 2036 Expiration date for both option grants
Shares held after RSU grant 387,414 shares Total direct Common Stock following non-derivative acquisition
restricted stock units ("RSUs") financial
"The amount represents restricted stock units ("RSUs") that vest as to 7,766 on June 16, 2027"
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 financial
"Nonqualified Stock Option (Right to Buy)"
Incentive Stock Option financial
"Incentive Stock Option (Right to Buy)"
An incentive stock option is a type of employee benefit that gives a worker the right to buy company shares at a fixed price, with special tax advantages if the employee holds the shares for a required period. Think of it as a coupon to buy future shares at today’s price that can result in lower tax on the gain. Investors care because ISOs can dilute share count, align staff incentives with the stock price, and affect company compensation costs and the timing of potential share sales.
vesting date financial
"subject to the Reporting Person's continued service ... through each applicable vesting date"
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.
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FAQ

What equity awards did MIAX executive Douglas Schafer receive in this Form 4?

Douglas M. Schafer Jr. received 23,298 restricted stock units and two stock option grants covering 21,481 and 2,485 shares of Common Stock, respectively. These awards represent compensation rather than open-market purchases, and all were reported as acquisitions on the same date.

How many MIAX shares does Douglas Schafer hold after these awards?

After the grant of 23,298 restricted stock units, Douglas Schafer directly holds 387,414 shares of MIAX Common Stock. This figure reflects his reported direct ownership following the non-derivative acquisition disclosed in the Form 4 filing for the specified transaction date.

What are the terms of Douglas Schafer’s new MIAX stock options?

Douglas Schafer received nonqualified and incentive stock options covering 21,481 and 2,485 MIAX shares, both with a $40.24 exercise price. These options expire on June 15, 2036 and represent rights to buy Common Stock if exercised in the future under their terms.

When do Douglas Schafer’s MIAX restricted stock units vest?

The 23,298 MIAX restricted stock units vest in three equal installments of 7,766 units on June 16, 2027, June 16, 2028, and June 16, 2029. Each vesting date requires Douglas Schafer’s continued service with the company or its subsidiaries through that date.

How do Douglas Schafer’s MIAX stock option grants vest over time?

The options vest in three annual tranches. One grant vests 829, 828, and 828 shares in 2027, 2028, and 2029, respectively. The other vests 7,161, 7,160, and 7,160 shares on the same dates. Vesting is conditioned on continued service with the issuer or subsidiaries.

Do these MIAX Form 4 transactions involve open-market buying or selling?

No, the transactions are classified as grant or award acquisitions, not open-market trades. The filing shows restricted stock units and stock options awarded to Douglas Schafer as compensation, with no reported open-market purchases or sales of MIAX Common Stock on the transaction date.
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*
Schafer Douglas M. JR

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP and CIO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/16/2026
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 Stock06/16/2026A23,298(1)A$0387,414D
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
Incentive Stock Option (Right to Buy)$40.2406/16/2026A2,485 (2)06/15/2036Common Stock2,485$02,485D
Nonqualified Stock Option (Right to Buy)$40.2406/16/2026A21,481 (3)06/15/2036Common Stock21,481$021,481D
Explanation of Responses:
1. The amount represents restricted stock units ("RSUs") that vest as to 7,766 on June 16, 2027, 7,766 on June 16, 2028 and the remaining 7,766 on June 16, 2029, subject to the Reporting Person's continued service to the Issuer or its subsidiaries through each applicable vesting date.
2. 829 of the shares subject to this option will vest on June 16, 2027, 828 of the shares subject to this option will vest on June 16, 2028 and the remaining 828 of the shares subject to this option will vest on June 16, 2029, subject to the Reporting Person's continued service to the Issuer or its subsidiaries through the applicable vesting date.
3. 7,161 of the shares subject to this option will vest on June 16, 2027, 7,160 of the shares subject to this option will vest on June 16, 2028 and the remaining 7,160 of the shares subject to this option will vest on June 16, 2029, subject to the Reporting Person's continued service to the Issuer or its subsidiaries through the applicable vesting date.
Remarks:
/s/ Alessandra Henriques Corona, Attorney-in-fact06/18/2026
** 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)