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PLAYSTUDIOS (MYPS) CEO reshapes performance and RSU equity awards

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

Rhea-AI Filing Summary

PLAYSTUDIOS, Inc. Chairman and CEO Andrew S. Pascal reported updates to his equity incentives. He forfeited 625,000 Performance Stock Units tied to fiscal 2025 performance after the compensation committee determined the goals were not met, so no shares were issued.

On the same date, he received a new grant of 625,000 Performance Stock Units, each potentially settling into one share of Class A common stock depending on pre-established performance metrics for the fiscal year ending December 31, 2026. He also continues to hold substantial Restricted Stock Units, stock options and earnout shares, including positions held indirectly through the Pascal Family Trust and DreamStreet Holdings, LLC.

Positive

  • None.

Negative

  • None.

Insights

Compensation-related PSU reset, with no open-market trading.

The Form 4 shows Andrew S. Pascal disposing of 625,000 Performance Stock Units that failed to meet fiscal 2025 targets and receiving a new grant of 625,000 PSUs tied to fiscal 2026 performance metrics. This is a redesign of incentive structure rather than a cash transaction.

No open-market purchases or sales of PLAYSTUDIOS shares are reported; all listed entries are grants, forfeitures, or updated holdings. The derivative summary highlights remaining Restricted Stock Units, options and earnout shares, indicating Pascal maintains significant equity exposure, including indirect holdings via the Pascal Family Trust and DreamStreet Holdings, LLC.

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).
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*
PASCAL ANDREW S

(Last) (First) (Middle)
10150 COVINGTON CROSS DRIVE

(Street)
LAS VEGAS NV 89144

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
PLAYSTUDIOS, Inc. [ MYPS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Chairman and CEO
3. Date of Earliest Transaction (Month/Day/Year)
03/12/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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
Class A Common Stock 1,130,938 I by Pascal Family Trust
Class A Common Stock 226,371 I(1) by DreamStreet Holdings, LLC
Class B Common Stock(2) 2,913,005 I(1) by Pascal Family Trust
Class B Common Stock(2) 9,747,296 I(1) by DreamStreet Holdings, LLC
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
Performance Stock Units $0(3) 03/12/2026 D 625,000 (3) (3) Class A Common Stock 625,000 $0 0 D
Performance Stock Units $0(4) 03/12/2026 A 625,000 (4) (4) Class A Common Stock 625,000(4) $0 625,000 D
Restricted Stock Units $0(5) (6) (6) Class A Common Stock 958,334 958,334 D
Restricted Stock Units $0(5) (7) (7) Class A Common Stock 291,667 291,667 D
Stock Options $1.01 04/17/2021 04/17/2027 Class B Common Stock(2) 1,864,324 1,864,324 D
Earnout Shares $0 (8) 06/21/2026 Class B Common Stock(2) 416,422 416,422 I by Pascal Family Trust
Earnout Shares $0 (8) 06/21/2026 Class B Common Stock(2) 2,296,368 2,296,368 I by DreamStreet Holdings, LLC
Earnout Shares $0 (8) 06/21/2026 Class B Common Stock(2) 313,322 313,322 D
Explanation of Responses:
1. The Reporting Person is the manager of DreamStreet Holdings, LLC and the trustee of the Pascal Family Trust.
2. 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.
3. Represents Performance Stock Units granted on March 7, 2025 that were eligible to vest based on achievement of performance conditions for fiscal year ended December 31, 2025. The Compensation Committee of the Company's Board of Directors determined that the applicable performance conditions were not achieved, and the award was forfeited with no shares issued.
4. Represents a grant of 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, 2026.
5. Each Restricted Stock Unit represents the contingent right to receive, upon vesting and settlement, one share of Class A Common Stock.
6. 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.
7. 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.
8. 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.
Remarks:
/s/ Joel Agena, Attorney-in-Fact 03/16/2026
** 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.

FAQ

What did PLAYSTUDIOS (MYPS) CEO Andrew Pascal report in this Form 4?

Andrew S. Pascal reported the forfeiture of 625,000 Performance Stock Units tied to fiscal 2025 goals and a new grant of 625,000 Performance Stock Units linked to fiscal 2026 performance metrics, along with updated disclosures of his remaining equity-based holdings.

Why were 625,000 PLAYSTUDIOS Performance Stock Units forfeited by the CEO?

The 625,000 Performance Stock Units granted for fiscal 2025 were forfeited because the compensation committee determined that the applicable performance conditions were not achieved, so the award was cancelled and no shares of PLAYSTUDIOS Class A common stock were issued from this grant.

What are the terms of the new 625,000 Performance Stock Units for PLAYSTUDIOS’ CEO?

The new 625,000 Performance Stock Units give a contingent right to receive up to one Class A share each, with the actual number earned dependent on pre-established performance metrics for the fiscal year ending December 31, 2026, as determined by the compensation committee.

Does this PLAYSTUDIOS Form 4 show any CEO share purchases or sales on the market?

The filing shows no open-market purchases or sales. Reported activity consists of a forfeiture and a grant of Performance Stock Units, plus updated holdings in Restricted Stock Units, stock options, earnout shares, and common stock, including indirect holdings through related entities.

What other equity awards and holdings does the PLAYSTUDIOS CEO have after this filing?

Andrew S. Pascal continues to hold Restricted Stock Units, stock options on Class B shares, and earnout shares that vest upon share-price targets, along with indirect Class A and Class B holdings through the Pascal Family Trust and DreamStreet Holdings, LLC, as detailed in the filing tables.

How do PLAYSTUDIOS Class B shares held by the CEO and related entities work?

Each Class B common share is convertible into one Class A share and carries twenty votes compared with one vote for Class A. Class B converts to Class A upon transfer, subject to limited exceptions, giving significant voting power tied to these holdings for Andrew S. Pascal and related entities.
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64.31M
88.51M
Electronic Gaming & Multimedia
Services-prepackaged Software
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United States
LAS VEGAS