FiscalNote CEO granted 1.45M restricted shares
Compton Key reported acquisition or exercise transactions in this Form 4 filing.
Rhea-AI Filing Summary
Compton Key reported acquisition or exercise transactions in this Form 4 filing.
FiscalNote Holdings, Inc. reported that President and CEO Key Compton received a grant of 1,450,000 shares of restricted Class A Common Stock on July 24, 2026 at $0.00 per share. These shares vest only upon achieving performance milestones tied to volume weighted average price over five or 10 years and meeting service-based vesting requirements. After this award, he directly holds 1,496,264 Class A shares and may be deemed to have voting and dispositive power over additional shares held indirectly through Urgent Capital LLC and Global Public Offering Master Fund, L.P.
Positive
- None.
Negative
- None.
Insider Trade Summary
Grant/Award: 1,450,000 shares
Grant/Award
3 txns
Insider
Compton Key
Role
President and CEO
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Class A Common Stock F1 | 1,450,000 | $0.00 | $0.00 |
| holding | Class A Common Stock F2 | -- | -- | -- |
| holding | Class A Common Stock F3 | -- | -- | -- |
Holdings After Transaction:
Class A Common Stock — 1,496,264 shares (Direct);
Class A Common Stock — 536,022 shares (Indirect, See Footnote)
Footnotes (3)
- F1. Represents shares of restricted stock that are subject to the achievement of performance milestones tied to increases in the volume weighted average price of the Issuer's Class A Common Stock over a period of either five or 10 years and satisfaction of service-based vesting requirements.
- F2. The shares are beneficially owned by Urgent Capital LLC. The Reporting Person is a managing director of Urgent International Inc., which is the owner and operator of Urgent Capital LLC. As such, the Reporting Person may be deemed to have voting and dispositive power over the shares held by Urgent Capital LLC.
- F3. The shares are beneficially owned by Global Public Offering Master Fund, L.P ("GPO Master Fund"). The Reporting Person is a managing director of Urgent International Inc., which is the owner and operator of GPO Master Fund and its affiliated entities and the investment advisor for GPO Master Fund. As such, the Reporting Person may be deemed to have voting and dispositive power over the shares held by GPO Master Fund.
Key Figures
Restricted shares granted: 1,450,000 shares
Grant price per share: $0.00 per share
Direct holdings after grant: 1,496,264 shares
+1 more
4 metrics
Restricted shares granted
1,450,000 shares
Grant of Class A Common Stock to President and CEO on July 24, 2026
Grant price per share
$0.00 per share
Equity award of restricted Class A Common Stock
Direct holdings after grant
1,496,264 shares
Class A Common Stock directly owned by Key Compton following the award
Performance period for vesting
five or 10 years
VWAP-based performance milestones over either five or 10 years
Key Terms
restricted stock, volume weighted average price, beneficially owned, dispositive power, +1 more
5 terms
restricted stock financial
"Represents shares of restricted stock that are subject to the achievement"
Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.
volume weighted average price financial
"milestones tied to increases in the volume weighted average price of the Issuer's"
The volume weighted average price (VWAP) is a way to measure the average price of a security, such as a stock, over a specific period, taking into account how many units were traded at each price. It’s similar to calculating the average cost of items bought when some are more frequently purchased than others. Investors use VWAP to assess whether a security is being bought or sold at a fair price during trading.
beneficially owned financial
"The shares are beneficially owned by Urgent Capital LLC."
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
dispositive power financial
"may be deemed to have voting and dispositive power over the shares held"
Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.
service-based vesting requirements financial
"and satisfaction of service-based vesting requirements."
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What insider transaction did FiscalNote (NOTE) report for CEO Key Compton?
FiscalNote reported a grant of 1,450,000 shares of restricted Class A Common Stock to President and CEO Key Compton on July 24, 2026, at $0.00 per share as a performance- and service-based equity award.
Was the FiscalNote (NOTE) CEO’s stock grant made under a Rule 10b5-1 trading plan?
No. The filing’s Rule 10b5-1 checkbox is unchecked, indicating the reported equity grant was not affirmed as being made under a pre-arranged Rule 10b5-1 trading plan.
What indirect ownership interests in FiscalNote (NOTE) stock are reported for Key Compton?
Key Compton may be deemed to have voting and dispositive power over shares beneficially owned by Urgent Capital LLC and by Global Public Offering Master Fund, L.P., entities operated or advised by Urgent International Inc., where he is a managing director.
AI-generated analysis. How Rhea-AI works. Not financial advice.
