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Pagaya Technologies Ltd. (PGY) reports director annual 11,446 RSU award

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

Rhea-AI Filing Summary

Pagaya Technologies Ltd. reported an insider equity award for a non-employee director. On 12/10/2025, the director acquired 11,446 Class A Ordinary Shares in the form of restricted stock units at a price of $0 as an annual equity grant approved by shareholders. Each RSU represents a right to receive one Class A share and will vest over one year, with 25% scheduled on January 1, April 1, July 1 and October 1, 2026. Following this grant, the director beneficially owns 30,196 Class A Ordinary Shares directly.

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Negative

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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).
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*
Mehta Asheet

(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
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
12/10/2025
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 A Ordinary Share 12/10/2025 A 11,446(1) A $0 30,196 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. At the time of this filing, securities consist of 11,446 restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of the Company's Class A Ordinary Share. The grant shall vest over a period of one (1) year commencing on the vesting commencement date, such that 25% of the grant shall vest on each of January 1, 2026, April 1, 2026, July 1, 2026 and October 1, 2026.
Remarks:
Annual equity grant for non-employee directors as approved by shareholders and described under the heading "Non-Employee Director Compensation" in our Proxy Statement filed on April 30, 2025.
/s/ Natalie Wilmore, Attorney-in-Fact 12/12/2025
** 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 insider transaction did Pagaya Technologies (PGY) report in this Form 4?

The filing shows a non-employee director acquired 11,446 Class A Ordinary Shares on 12/10/2025 through a restricted stock unit (RSU) grant at a price of $0.

How many RSUs were granted to the Pagaya Technologies director and what do they represent?

The director received 11,446 restricted stock units (RSUs). Each RSU represents a contingent right to receive one Class A Ordinary Share of Pagaya Technologies Ltd.

What is the vesting schedule for the 11,446 Pagaya Technologies RSUs?

The 11,446 RSUs vest over one year, with 25% vesting on each of January 1, 2026, April 1, 2026, July 1, 2026, and October 1, 2026.

What was the grant price for the Pagaya Technologies director RSUs?

The RSU grant to the director was reported at a price of $0 per Class A Ordinary Share.

How many Pagaya Technologies Class A shares does the director own after this grant?

After the reported transaction, the director beneficially owns 30,196 Pagaya Technologies Class A Ordinary Shares, held directly.

How is this Pagaya Technologies RSU grant described in company materials?

The RSU grant is described as an annual equity grant for non-employee directors, approved by shareholders and detailed under "Non-Employee Director Compensation" in the companys Proxy Statement filed on April 30, 2025.

Pagaya Technologies Ltd.

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Software - Infrastructure
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United States
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