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  4. [Form 4] Pagaya Technologies Ltd. Insider Trading Activity

Pagaya Executive Offloads 294K Shares as Stock Trades Near $20

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Insider Trading Alert: Yahav Yulzari, Chief Business Officer and Director of Pagaya Technologies, executed significant share dispositions through a pre-planned 10b5-1 trading plan:

  • June 25, 2025: Sold 52,867 Class B Ordinary Shares at weighted average price of $20.24 (range: $20.08-$20.60)
  • June 24, 2025: Sold 241,160 Class B Ordinary Shares at weighted average price of $19.65 (range: $19.11-$19.96)

Following these transactions, Yulzari retains beneficial ownership of 3,846,564 shares held directly. All Class B Ordinary Shares were automatically converted to Class A Ordinary Shares upon sale. These sales were executed under a Rule 10b5-1 trading plan, which provides a safe harbor from insider trading allegations by establishing predetermined trading parameters.

Positive

  • None.

Negative

  • Chief Business Officer sold 294,027 shares (approximately $5.8M) through a 10b5-1 plan at average prices between $19.65-$20.24, reducing direct holdings to 3,846,564 shares

Insights

CBO Yahav Yulzari sold 294,027 shares (7% of holdings) via pre-planned 10b5-1 sales, retaining 3.85M shares.

The Form 4 filing reveals that Yahav Yulzari, Pagaya's Chief Business Officer and Director, executed two significant share dispositions through a pre-established 10b5-1 trading plan. On June 24-25, 2025, Yulzari sold a total of 294,027 Class B Ordinary Shares (which converted to Class A shares upon sale) in two transactions: 241,160 shares at a weighted average price of $19.65 and 52,867 shares at $20.24, generating approximately $5.8 million in proceeds.

Despite this disposal representing approximately 7% of Yulzari's holdings, the executive maintains a substantial position of 3,846,564 shares following these transactions. The 10b5-1 plan execution indicates these sales were scheduled in advance rather than in response to specific company developments, which somewhat diminishes their signaling value.

The trading occurred at prices ranging from $19.11 to $20.60, suggesting reasonable execution within current market conditions. While insider sales can raise questions about confidence, the retention of over 93% of his position suggests this was likely portfolio management rather than a loss of faith in Pagaya's prospects. The structured nature of these dispositions through a pre-planned trading program aligns with regulatory best practices for insider transactions.

Insider Yulzari Yahav
Role Chief Business Officer
Sold 294,027 shs ($5.81M)
Type Security Shares Price Value
Sale Class B Ordinary Share 52,867 $20.239 $1.07M
Sale Class B Ordinary Share 241,160 $19.6515 $4.74M
Holdings After Transaction: Class B Ordinary Share — 4,087,724 shares (Direct)
Footnotes (1)
  1. Class B Ordinary Shares were converted to Class A Ordinary Shares upon sale. This sale was effected pursuant to a 10b5-1 plan, as noted on the form specific filing information. Weighted average price. These shares were sold in multiple transactions at prices ranging from $20.08 to $20.60 inclusive. The reporting person undertakes to provide the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above. Weighted average price. These shares were sold in multiple transactions at prices ranging from $19.11 to $19.96 inclusive. The reporting person undertakes to provide the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
Form 4 Insider Transactions: What Each Field Means →
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*
Yulzari Yahav
(Last) (First) (Middle)
C/O PAGAYA TECHNOLOGIES LTD.
335 MADISON AVENUE, 16TH FLOOR
(Street)
NEW YORK NY 10017
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Pagaya Technologies Ltd. [ PGY ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Business Officer
3. Date of Earliest Transaction (Month/Day/Year)
06/24/2025
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
Class B Ordinary Share(1) 06/25/2025 06/25/2025 S(2) 52,867 D $20.239(3) 4,087,724 D
Class B Ordinary Share(1) 06/24/2025 06/24/2025 S(2) 241,160 D $19.6515(4) 3,846,564 D
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
Explanation of Responses:
1. Class B Ordinary Shares were converted to Class A Ordinary Shares upon sale.
2. This sale was effected pursuant to a 10b5-1 plan, as noted on the form specific filing information.
3. Weighted average price. These shares were sold in multiple transactions at prices ranging from $20.08 to $20.60 inclusive. The reporting person undertakes to provide the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
4. Weighted average price. These shares were sold in multiple transactions at prices ranging from $19.11 to $19.96 inclusive. The reporting person undertakes to provide the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
Remarks:
/s/ Natalie Wilmore, Attorney-in-Fact 06/25/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

How many PGY shares did insider Yahav Yulzari sell on June 24-25, 2025?

Yahav Yulzari sold a total of 294,027 shares over two days: 241,160 shares at an average price of $19.6515 on June 24, 2025, and 52,867 shares at an average price of $20.239 on June 25, 2025.

What is Yahav Yulzari's position at PGY?

Yahav Yulzari serves as both a Director and Chief Business Officer at Pagaya Technologies Ltd. (PGY), as disclosed in the Form 4 filing.

How many PGY shares does Yahav Yulzari still own after the June 2025 sales?

After the reported transactions, Yahav Yulzari directly owns 3,846,564 Class B Ordinary Shares of PGY, as indicated in the final beneficial ownership amount in the Form 4.

Was PGY insider Yulzari's stock sale planned under Rule 10b5-1?

Yes, the sales were executed pursuant to a Rule 10b5-1 trading plan, as indicated by both the checkbox on the form and footnote 2 which states 'This sale was effected pursuant to a 10b5-1 plan.'

What was the price range of PGY shares sold by Yulzari on June 25, 2025?

On June 25, 2025, Yulzari sold shares at prices ranging from $20.08 to $20.60 per share, with a weighted average price of $20.239 per share.