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Pagaya CFO sells 985 shares after RSU vesting

Pagaya’s CFO had RSUs vest into shares and sold some mainly to cover tax withholding, outside any disclosed Rule 10b5-1 plan.

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

Rhea-AI Filing Summary

Pagaya Technologies Ltd. (PGY) reported that its Chief Financial Officer, Jonathan Dobres, had restricted stock units convert into Class A ordinary shares and then sold a portion of those shares. On June 25, 2026 and September 12, 2026, a total of 2,242 restricted stock units converted into 2,242 Class A ordinary shares at no cash exercise price. On those same dates, Dobres sold 403 shares at $15.48 per share and 582 shares at $20.21 per share, with the company stating that these sales were necessary to satisfy tax withholding obligations arising exclusively from the vesting of compensatory awards. No Rule 10b5-1 trading plan is reported for these transactions.

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Insider Dobres Jonathan
Role Chief Financial Officer
Sold 985 shs ($18K)
Approx. gross sale proceeds $18K
Approx. exercise cost $0.00
Type Security Shares Price Value
Exercise Restricted Stock Unit F3 1,125 $0.00 $0.00
Exercise Class A Ordinary Share 1,125 $0.00 $0.00
Sale Class A Ordinary Share F1 582 $20.21 $12K
Exercise Restricted Stock Unit F2 1,117 $0.00 $0.00
Exercise Class A Ordinary Share 1,117 $0.00 $0.00
Sale Class A Ordinary Share F1 403 $15.48 $6K
Holdings After Transaction: Restricted Stock Unit — 10,062 contracts (Direct); Class A Ordinary Share — 7,566 shares (Direct)
Footnotes (3)
  1. F1. Sale of securities was necessary to satisfy tax withholding obligations arising exclusively from the vesting of a compensatory award.
  2. F2. On April 1, 2026, the reporting person was granted 8,929 restricted stock units, vesting in eight equal quarterly installments beginning on June 25, 2026. This transaction is being reported late due to an inadvertent administrative error and not any error of the Reporting Person.
  3. F3. On March 13, 2025, the reporting person was granted 9,000 restricted stock units, vesting in eight equal quarterly installments beginning on June 12, 2025.
RSUs converted on June 25, 2026 1,117 restricted stock units and 1,117 Class A ordinary shares Conversion of restricted stock units into Class A ordinary shares at $0.00 per share
RSUs converted on September 12, 2026 1,125 restricted stock units and 1,125 Class A ordinary shares Conversion of restricted stock units into Class A ordinary shares at $0.00 per share
Shares sold June 25, 2026 403 shares at $15.48 per share Sale of Class A ordinary shares to satisfy tax withholding obligations
Shares sold September 12, 2026 582 shares at $20.21 per share Sale of Class A ordinary shares to satisfy tax withholding obligations
Total shares sold in reported period 985 Class A ordinary shares Combined sales on June 25, 2026 and September 12, 2026
RSU grant March 13, 2025 9,000 restricted stock units Grant vesting in eight equal quarterly installments beginning June 12, 2025
RSU grant April 1, 2026 8,929 restricted stock units Grant vesting in eight equal quarterly installments beginning June 25, 2026
Restricted stock unit financial
"On March 13, 2025, the reporting person was granted 9,000 restricted stock units"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
tax withholding obligations financial
"Sale of securities was necessary to satisfy tax withholding obligations arising exclusively"
compensatory award financial
"arising exclusively from the vesting of a compensatory award"

FAQ

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

What insider transactions did Pagaya Technologies (PGY) disclose for its CFO?
Pagaya disclosed that CFO Jonathan Dobres had 2,242 restricted stock units convert into 2,242 Class A ordinary shares on June 25, 2026 and September 12, 2026, and sold a total of 985 shares on those dates, with sales tied to tax withholding obligations.

How many Pagaya (PGY) shares did the CFO sell in this Form 4?
Jonathan Dobres sold 985 Class A ordinary shares of Pagaya Technologies Ltd., including 403 shares at $15.48 per share on June 25, 2026 and 582 shares at $20.21 per share on September 12, 2026.

Were Pagaya (PGY) CFO share sales made to cover taxes?
Yes. The company states that the sales of 403 shares on June 25, 2026 and 582 shares on September 12, 2026 were necessary to satisfy tax withholding obligations arising exclusively from the vesting of compensatory awards.

Did the Pagaya (PGY) CFO’s Form 4 involve restricted stock units (RSUs)?
Yes. On June 25, 2026, 1,117 restricted stock units converted into the same number of Class A ordinary shares, and on September 12, 2026, another 1,125 restricted stock units converted into 1,125 Class A ordinary shares, both at a cash exercise price of $0.00 per share.

Were the Pagaya (PGY) CFO transactions reported under a Rule 10b5-1 trading plan?
No. The filing indicates that the Rule 10b5-1 plan checkbox is not marked, and there is no footnote stating that these transactions were made under a Rule 10b5-1 or similar pre-arranged trading plan.

What RSU grants underpin the Pagaya (PGY) CFO’s recent vesting events?
The filing states Dobres received a grant of 9,000 restricted stock units on March 13, 2025, vesting in eight equal quarterly installments beginning June 12, 2025, and a grant of 8,929 restricted stock units on April 1, 2026, vesting in eight equal quarterly installments beginning June 25, 2026.

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

Form 4 Insider Transactions: What Each Field Means →
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SEC Form 4
FORM 4UNITED 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*
Dobres Jonathan
(Last)(First)(Middle)
C/O PAGAYA TECHNOLOGIES LTD.
335 MADISON AVENUE, 16TH FLOOR
(Street)
NEW YORK NEW YORK 10017
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Pagaya Technologies Ltd. [ PGY ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/25/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Class A Ordinary Share06/25/2026M1,117A$07,426D
Class A Ordinary Share06/25/2026S(1)403D$15.487,023D
Class A Ordinary Share09/12/2026M1,125A$08,148D
Class A Ordinary Share09/12/2026S(1)582D$20.217,566D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Unit$006/25/2026M1,117 (2) (2)Class A Ordinary Share1,117$07,812D
Restricted Stock Unit$009/12/2026M1,125 (3) (3)Class A Ordinary Share1,125$02,250D
Explanation of Responses:
1. Sale of securities was necessary to satisfy tax withholding obligations arising exclusively from the vesting of a compensatory award.
2. On April 1, 2026, the reporting person was granted 8,929 restricted stock units, vesting in eight equal quarterly installments beginning on June 25, 2026. This transaction is being reported late due to an inadvertent administrative error and not any error of the Reporting Person.
3. On March 13, 2025, the reporting person was granted 9,000 restricted stock units, vesting in eight equal quarterly installments beginning on June 12, 2025.
Remarks:
/s/ Eric Watson, Attorney-in-Fact09/15/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

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