GrabAGun (PEW) Form 4: 200K Restricted Stock Units Awarded to CEO

Rhea-AI Filing Summary

Marc A. Nemati, President and CEO and a director of GrabAGun Digital Holdings Inc. (PEW), was granted 200,000 restricted stock units (RSUs). Each RSU converts to one share of common stock. The grant date is 09/29/2025 and the RSUs were reported on Form 4 filed 09/30/2025. The RSUs vest in 12 equal quarterly installments beginning July 15, 2025, with the first scheduled vesting on 10/15/2025, conditioned on the reporting person continuing to provide services through each vesting date. The filing shows the reporting person directly beneficially owns 200,000 shares represented by these RSUs with a $0 reported price per unit.

Positive

• 200,000 RSU grant to the CEO/director provides clear disclosure of executive compensation
• Defined vesting schedule: 12 equal quarterly increments with the first vesting on 10/15/2025

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: CEO/director received time-based RSUs aligning compensation with continued service.

The Form 4 documents a non-derivative grant of 200,000 restricted stock units to Marc Nemati, reported as direct beneficial ownership. The award vests over 12 quarters beginning July 15, 2025, indicating a multi-quarter retention schedule. The $0 price reflects a compensation grant rather than a market purchase. This disclosure meets Section 16 reporting requirements and provides transparency on executive equity incentives without revealing proceeds or secondary transactions.

Securities Analyst

TL;DR: Material insider equity grant disclosed; no sale or purchase for cash is reported.

The filing shows an award of 200,000 RSUs convertible into common stock, with vesting contingent on continued service. The transaction code is an acquisition (A) of contingent stock units rather than a market transaction, and the post-transaction beneficial ownership is 200,000 RSUs. The report contains explicit vesting schedule details but does not disclose aggregate outstanding share count or dilution impact, so investors cannot quantify ownership percentage from this form alone.

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Nemati Marc A.

(Last) (First) (Middle)

C/O GRABAGUN DIGITAL HOLDINGS INC.

200 EAST BELTLINE ROAD, SUITE 403

(Street)

COPPELL TX 75019

(City) (State) (Zip)

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

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
09/29/2025

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

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)	09/29/2025		A		200,000		(2)	(2)	Common Stock	200,000	$0	200,000	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of common stock of the Issuer.

2. The restricted stock units vest in 12 equal quarterly increments commencing on July 15, 2025 (with the first quarterly vesting occurring on October 15, 2025), subject to the Reporting Person continuing to provide services to the Issuer through the relevant vesting date and were granted under the employment agreement between the Reporting Person and the Issuer entered into in connection with the Issuer's business combination with Colombier Acquisition Corp. II.

	/s/ Marc Nemati	09/30/2025
	** 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 Marc A. Nemati receive according to the Form 4 for PEW?

The Form 4 reports a grant of 200,000 restricted stock units (RSUs), each representing a right to one share of common stock.

When do the RSUs granted to the CEO vest?

The RSUs vest in 12 equal quarterly increments commencing on July 15, 2025, with the first quarterly vesting on October 15, 2025, conditional on continued service.

Was there any cash purchase price reported for the RSUs on Form 4?

No purchase price is reported; the form shows a $0 price for the 200,000 RSUs, indicating a compensation grant.

Does the Form 4 indicate whether the transaction was direct or indirect?

The filing lists the ownership form as Direct (D), showing the reporting person directly beneficially owns the 200,000 RSUs.

Does the Form 4 disclose the total company shares outstanding or dilution effect?

No. The Form 4 discloses only the grant and vesting schedule; it does not provide total shares outstanding or percentage ownership.