GrabAGun CFO exercises RSUs, sells shares for taxes

GrabAGun Digital Holdings Inc. Chief Financial Officer Justin C. Hilty exercised restricted stock units and sold a small number of shares primarily for tax purposes.

Rhea-AI Filing Summary

GrabAGun Digital Holdings Inc. Chief Financial Officer Justin C. Hilty exercised restricted stock units and sold a small number of shares primarily for tax purposes. On April 15, 2026, 8,334 restricted stock units converted into 8,334 shares of common stock at $0.00 per share.

On April 16, 2026, Hilty sold 2,043 shares of common stock at $2.98 per share to cover tax withholding obligations under a Rule 10b5-1 trading plan. After these transactions, he holds 17,945 shares of common stock directly, 2,500,000 shares indirectly through Hilty Holdings, Ltd., and 75,000 restricted stock units remain outstanding from a prior 100,000-unit grant.

Insider Trade Summary 10b5-1

Exercise and sale activity reported; no spread calculated

Exercise and Sale 4 txns

Insider Hilty Justin C.

Role Chief Financial Officer

Sold 2,043 shs ($6K)

Approx. gross sale proceeds $6K

Approx. exercise cost $0.00

Type	Security	Shares	Price	Value
Sale	Common Stock	2,043	$2.98	$6K
Exercise	Restricted Stock Units	8,334	$0.00	$0.00
Exercise	Common Stock	8,334	$0.00	$0.00
holding	Common Stock	--	--	--

Holdings After Transaction: Restricted Stock Units — 75,000 contracts (Direct); Common Stock — 17,945 shares (Direct); Common Stock — 2,500,000 shares (Indirect, By Hilty Holdings, Ltd.)

Footnotes (4)

1. F1. Restricted stock units convert into common stock on a one-for-one basis.
2. F2. Represents the number of shares sold by the Reporting Person to cover tax withholding obligations in connection with the issuance of shares related to the restricted stock units that vested on April 15, 2026. The "sell to cover" transactions were effected pursuant to a Rule 10b5-1 trading plan and do not represent discretionary trades by the Reporting Person.
3. F3. Represents shares of common stock previously transferred to a family limited partnership in transactions exempt from Section 16 pursuant to Rule 16a-13.
4. F4. On September 29, 2025, the Reporting Person was granted 100,000 restricted stock units that vest in 12 equal quarterly increments commencing on July 15, 2025, with the first quarterly vesting occurring on October 15, 2025.

Key Figures

Shares sold: 2,043 shares Sale price: $2.98 per share RSUs exercised: 8,334 units +4 more

7 metrics

Shares sold 2,043 shares Open-market sale on April 16, 2026 at $2.98 per share

Sale price $2.98 per share Price for 2,043 common shares sold to cover tax withholding

RSUs exercised 8,334 units Restricted stock units converting one-for-one into common stock on April 15, 2026

Direct common shares after transactions 17,945 shares Direct holdings of Justin C. Hilty following sale and RSU conversion

Indirect common shares 2,500,000 shares Indirect holdings by Hilty through Hilty Holdings, Ltd.

Remaining RSUs 75,000 units Unvested portion of 100,000-unit RSU grant after 8,334 units vested

Original RSU grant 100,000 units Grant on September 29, 2025 vesting in 12 equal quarterly increments

Key Terms

Restricted stock units, Rule 10b5-1 trading plan, family limited partnership, Section 16, +1 more

5 terms

Restricted stock units financial

"Restricted stock units convert into common stock on a one-for-one basis."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Rule 10b5-1 trading plan financial

"The "sell to cover" transactions were effected pursuant to a Rule 10b5-1 trading plan"

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

family limited partnership financial

"previously transferred to a family limited partnership in transactions exempt"

Section 16 regulatory

"transactions exempt from Section 16 pursuant to Rule 16a-13"

Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.

Rule 16a-13 regulatory

"transactions exempt from Section 16 pursuant to Rule 16a-13"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did GrabAGun (PEW) CFO Justin Hilty report?

Justin Hilty reported exercising 8,334 restricted stock units into common stock and selling 2,043 common shares. The sale was a small transaction relative to his overall holdings and was executed to satisfy tax withholding obligations tied to the RSU vesting.

How many GrabAGun (PEW) shares did the CFO sell and at what price?

The CFO sold 2,043 shares of GrabAGun common stock at $2.98 per share. This sale was described as a “sell to cover” transaction for tax withholding related to vested restricted stock units under a pre-arranged Rule 10b5-1 trading plan.

How many GrabAGun (PEW) restricted stock units did the CFO exercise?

He exercised 8,334 restricted stock units, which converted into 8,334 shares of common stock on a one-for-one basis. These units are part of a 100,000-unit grant that vests in 12 equal quarterly installments beginning July 15, 2025.

What are Justin Hilty’s GrabAGun (PEW) share holdings after these transactions?

After the transactions, Hilty holds 17,945 shares of common stock directly and 2,500,000 shares indirectly through Hilty Holdings, Ltd. He also retains 75,000 unvested restricted stock units from the original 100,000-unit grant awarded in September 2025.

Were the GrabAGun (PEW) CFO’s share sales discretionary trades?

The filing states the 2,043-share sale was to cover tax withholding obligations related to RSU vesting. It further notes these “sell to cover” transactions were carried out under a Rule 10b5-1 trading plan and “do not represent discretionary trades” by the CFO.

What is the vesting schedule of the CFO’s GrabAGun (PEW) RSU grant?

On September 29, 2025, the CFO received 100,000 restricted stock units that vest in 12 equal quarterly installments. Vesting began on July 15, 2025, with the first quarterly vest occurring on October 15, 2025, and continues each quarter thereafter.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/16/2026 - 08:18 PM Learn about SEC filing dates

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).

X

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^*

Hilty Justin C.

(Last) (First) (Middle)

C/O GRABAGUN DIGITAL HOLDINGS INC.

200 EAST BELTLINE ROAD, SUITE 403

(Street)

COPPELL TEXAS 75019

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
GrabAGun Digital Holdings Inc. [ PEW ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/15/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	04/15/2026		M		8,334	A	(1)	19,988	D
Common Stock	04/16/2026		S		2,043(2)	D	$2.98	17,945	D
Common Stock								2,500,000(3)	I	By Hilty Holdings, Ltd.

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
Restricted Stock Units	(1)	04/15/2026		M			8,334	(4)	(4)	Common Stock	8,334	$0	75,000	D

Explanation of Responses:

1. Restricted stock units convert into common stock on a one-for-one basis.

2. Represents the number of shares sold by the Reporting Person to cover tax withholding obligations in connection with the issuance of shares related to the restricted stock units that vested on April 15, 2026. The "sell to cover" transactions were effected pursuant to a Rule 10b5-1 trading plan and do not represent discretionary trades by the Reporting Person.

3. Represents shares of common stock previously transferred to a family limited partnership in transactions exempt from Section 16 pursuant to Rule 16a-13.

4. On September 29, 2025, the Reporting Person was granted 100,000 restricted stock units that vest in 12 equal quarterly increments commencing on July 15, 2025, with the first quarterly vesting occurring on October 15, 2025.

	/s/ Jonathan Wolens, as attorney-in-fact	04/16/2026
	** 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.
* Form 4: SEC 1474 (03-26)