PLAYSTUDIOS (NASDAQ: MYPS) CEO moves shares to trust, settles RSUs
Rhea-AI Filing Summary
PLAYSTUDIOS, Inc. Chairman and CEO Andrew S. Pascal reported several equity award-related transactions in Class A common stock and related instruments. On February 17, 2026, 375,000 and 208,334 Restricted Stock Units were exercised into the same number of Class A shares, and 233,871 Class A shares were disposed of to cover tax withholding at a price of $0.4869 per share, which the company notes does not represent an open market sale. On February 19, 2026, 349,463 Class A shares moved from Pascal’s direct ownership into the Pascal Family Trust, which the disclosure describes as a change in form of ownership that does not alter his overall beneficial stake. The filing also details his continuing direct and indirect holdings, including Restricted Stock Units, Performance Stock Units, stock options, Earnout Shares, and high-vote Class B common stock held through the Pascal Family Trust and DreamStreet Holdings, LLC, with each Class B share convertible into one Class A share and entitled to twenty votes per share.
Positive
- None.
Negative
- None.
Insights
Transactions reflect routine equity award vesting, tax withholding, and ownership re-titling, with no open market insider selling disclosed.
The disclosure shows Restricted Stock Units converting into Class A common stock, which is typical for executive compensation. The tax-withholding disposition of 233,871 shares at $0.4869 per share is explicitly described as satisfying tax obligations rather than an open market sale.
A subsequent movement of 349,463 Class A shares from direct ownership to the Pascal Family Trust is characterized as a change in form, leaving overall beneficial ownership unchanged. Indirect holdings through the Pascal Family Trust and DreamStreet Holdings, LLC, including high-vote Class B shares, reinforce Andrew Pascal’s governance influence, as each Class B share carries twenty votes and is convertible one-for-one into Class A.
The filing is primarily informational about structure and vesting schedules for RSUs, Performance Stock Units, stock options, and Earnout Shares. It does not disclose discretionary open market buying or selling, so the immediate economic impact appears limited while governance control remains concentrated.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Other | Class A Common Stock | 349,463 | $0.00 | -- |
| Other | Class A Common Stock | 349,463 | $0.00 | -- |
| Exercise | Restricted Stock Units | 375,000 | $0.00 | -- |
| Exercise | Restricted Stock Units | 208,334 | $0.00 | -- |
| Exercise | Class A Common Stock | 375,000 | $0.00 | -- |
| Exercise | Class A Common Stock | 208,334 | $0.00 | -- |
| Tax Withholding | Class A Common Stock | 233,871 | $0.4869 | $114K |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Performance Stock Units | -- | -- | -- |
| holding | Stock Options | -- | -- | -- |
| holding | Earnout Shares | -- | -- | -- |
| holding | Earnout Shares | -- | -- | -- |
| holding | Earnout Shares | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
Footnotes (1)
- Represents shares of Class A common stock issued upon settlement of fully vested Restricted Stock Units. Represents the number of shares of Class A Common Stock that have been withheld by the Issuer to satisfy income tax withholding and remittance obligations in connection with the net settlement of Restricted Stock Units and does not represent an open market sale. Represents a transfer by the Reporting Person of shares of Class A common stock from direct ownership to a trust, as a result of which the Reporting Person remains the beneficial owner. This transfer reflects only a change in the form of ownership from direct to indirect and does not affect the overall beneficial ownership of securities by the Reporting Person. The Reporting Person is the manager of DreamStreet Holdings, LLC and the trustee of the Pascal Family Trust. Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock, par value $0.0001 per share, of the Issuer. Upon transfer, each share of Class B Common Stock will convert into a share of Class A Common Stock, subject to certain limited exceptions. The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to conversion rights and voting rights. Each share of Class B Common Stock is entitled to twenty votes per share, whereas each share of Class A Common Stock is entitled to one vote per share. Each Restricted Stock Unit represents the contingent right to receive, upon vesting and settlement, one share of Class A Common Stock. On February 22, 2023, the Reporting Person was granted 1,125,000 unvested Restricted Stock Units, which vest in three equal installments, with one-third vesting on February 15, 2024, one-third vesting on February 15, 2025, and one-third vesting on February 15, 2026, subject in each case to the Reporting Person's continued employment with the Company through the applicable vesting date. On March 11, 2024, the Reporting Person was granted 708,335 unvested Restricted Stock Units, which vest as follows, subject in each case to the Reporting Person's continued employment with the Company through the applicable vesting date: 208,334 Restricted Stock Units vesting on February 15, 2025; 208,334 Restricted Stock Units vesting on February 15, 2026; and 291,667 Restricted Stock Units vesting on February 15, 2027. On March 7, 2025, the Reporting Person was granted 1,000,000 unvested Restricted Stock Units. The Restricted Stock Units are scheduled to vest as follows, subject in each case to the Reporting Person's continued employment with the Company through the applicable vesting date: 41,666 Restricted Stock Units vesting on January 15, 2026; 333,334 Restricted Stock Units vesting on January 15, 2027; and 625,000 Restricted Stock Units vesting on January 15, 2028. On March 7, 2025, the Reporting Person was granted 625,000 unvested Performance Stock Units. Each Performance Stock Unit represents the contingent right to receive, upon vesting and settlement, up to one share of Class A Common Stock. The actual number of shares of Class A Common Stock to be issued upon vesting of such Performance Stock Units will be determined based on, and will be contingent upon, the achievement of certain pre-established performance metrics, as determined by the Compensation Committee of the Company's Board of Directors, for the fiscal year ending December 31, 2025. Payable in two equal tranches if the closing price of the Class A Common Stock exceeds $12.50 and $15.00 per share, respectively, for any 20 trading days within any 30-trading day period commencing on or after the 150th day following the closing (the "Closing") of the business combination pursuant to the Agreement and Plan of Merger, dated as of February 1, 2021, to which the Issuer is a party, and ending no later than the five-year anniversary of the Closing. The Earnout Shares are also subject to potential vesting based on the price targets in connection with a sale of the Issuer.
