[144] Pagaya Technologies Ltd. SEC Filing

Rhea-AI Filing Summary

Form 144 filed for Pagaya Technologies Ltd. (PGYWW) reporting a proposed sale of 96,275 shares of common stock through Morgan Stanley Smith Barney LLC on 09/23/2025 with an aggregate market value of $3,626,255.64. The securities were acquired on 12/15/2016 in a private acquisition from the issuer and payment was in cash. The filing also discloses multiple affiliated sales on 08/12/2025 by several Viola Ventures entities reporting individual gross proceeds (for example, $33,016,961.07 and $31,601,021.67 among others). The filer certifies no undisclosed material adverse information and includes the standard Rule 144 representation.

Positive

• Sale conducted through an established broker (Morgan Stanley Smith Barney LLC), indicating an orderly execution channel.
• Securities were acquired in 2016, showing a long holding period prior to resale under Rule 144.

Negative

• Multiple large affiliate sales on 08/12/2025 are disclosed, which could increase available supply of shares.
• Material proceeds reported by affiliates (several entries exceed millions of dollars), indicating sizable insider/affiliate liquidity events.

Insights

Securities Analyst

Large affiliated sales reported; this filing documents an additional planned sale of restricted shares acquired in 2016.

The Form 144 shows a proposed sale of 96,275 common shares via Morgan Stanley, valued at $3.63 million, originating from a 2016 private acquisition from the issuer. The document also lists multiple significant dispositions by affiliated Viola Ventures entities on 08/12/2025 with material gross proceeds per entity. For investors, clustered affiliate sales can indicate portfolio rebalancing or liquidity events rather than operating changes at the issuer, but they are notable for potential short‑term supply pressure on the stock. The filing contains no financial performance data or forward guidance.

Corporate Governance Expert

Multiple related‑party sales disclosed; governance signal depends on context not provided in the filing.

The filing documents Rule 144 sales by parties tied to Viola Ventures and a proposed sale by the named filer. Because the securities were acquired in a private placement in 2016 and are being sold under Rule 144, this is a routine disclosure of resale activity by insiders/affiliates. The filing includes the required attestation that no material undisclosed information is known to the seller. The form does not include explanations for the timing or any trading plans, so material governance implications cannot be determined from this filing alone.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	96275	3626255.64	65319849	09/23/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	12/15/2016	Private Acquisition from Issuer/Affiliate	Issuer			96275	12/15/2016	Cash

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
VIOLA VENTURES IV (B), L.P. 335 Madison Ave, 16th Floor New York NY 10017	Common	08/12/2025	1103877	33016961.07
Viola Ventures IV CEO Program, L.P. 335 Madison Ave, 16th Floor New York NY 10017	Common	08/12/2025	16283	487024.53
ViolaVentures IV Principals Fund LP 335 Madison Ave, 16th Floor New York NY 10017	Common	08/12/2025	60823	1819215.93
Viola 4 P, Limited Partnership 335 Madison Ave, 16th Floor New York NY 10017	Common	08/12/2025	180360	5394567.60
Viola Ventures IV (A), L.P. 335 Madison Ave, 16th Floor New York NY 10017	Common	08/12/2025	1056537	31601021.67

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does the Form 144 filed for Pagaya Technologies (PGYWW) report?

The form reports a proposed sale of 96,275 common shares on 09/23/2025 via Morgan Stanley with an aggregate market value of $3,626,255.64.

When and how were the shares being sold on Form 144 acquired?

The shares were acquired on 12/15/2016 in a private acquisition from the issuer and payment was made in cash.

Were there other recent sales by related parties disclosed?

Yes. The filing lists multiple sales on 08/12/2025 by Viola Ventures entities with individual gross proceeds such as $33,016,961.07 and $31,601,021.67.

Does the filer assert possession of undisclosed material information?

The filer signs the Rule 144 representation that they do not know any material adverse information about the issuer that has not been publicly disclosed.

Through which broker will the proposed sale be executed?

The proposed sale will be executed through Morgan Stanley Smith Barney LLC.