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Pagaya (PGY) CAO exercises RSUs and sells shares to cover tax obligations

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

Rhea-AI Filing Summary

Pagaya Technologies Ltd. Chief Accounting Officer Cory Vieira exercised restricted stock units and sold shares primarily to cover taxes. On 2026-06-02, Vieira exercised 5,208 Class A Ordinary Shares from restricted stock units at $0.00 per share and sold 2,140 Class A Ordinary Shares at $15.01 per share. A footnote explains the sale was necessary to satisfy tax withholding obligations from the vesting of a compensatory award. Following these transactions, Vieira directly holds 18,179 Class A Ordinary Shares and 10,416 restricted stock units, with the remaining units scheduled to vest in four quarterly installments after half of a 41,664-unit award vested on December 2, 2025.

Positive

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Negative

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Insider Vieira Cory
Role Chief Accounting Officer
Sold 2,140 shs ($32K)
Type Security Shares Price Value
Exercise Restricted Stock Unit 5,208 $0.00 --
Exercise Class A Ordinary Share 5,208 $0.00 --
Sale Class A Ordinary Share 2,140 $15.01 $32K
Holdings After Transaction: Restricted Stock Unit — 10,416 shares (Direct, null); Class A Ordinary Share — 20,319 shares (Direct, null)
Footnotes (1)
  1. Sale of securities was necessary to satisfy tax withholding obligations arising exclusively from the vesting of a compensatory award. 1/2 of the total 41,664 restricted stock units vested on December 2, 2025, and the remaining restricted stock units shall vest over the following 12 months in 4 quarterly installments.
Shares sold 2,140 shares at $15.01 Class A Ordinary Shares sold on 2026-06-02
RSUs exercised 5,208 shares at $0.00 Class A Ordinary Shares from RSU conversion on 2026-06-02
Shares held after transactions 18,179 shares Class A Ordinary Shares directly held following Form 4 transactions
RSUs outstanding 10,416 RSUs Restricted stock units remaining after vesting and exercise
Original RSU award size 41,664 RSUs Compensatory RSU grant with half vesting on December 2, 2025
Restricted Stock Unit financial
"security_title: "Restricted Stock Unit""
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"
compensatory award financial
"arising exclusively from the vesting of a compensatory award"
vesting financial
"restricted stock units vested on December 2, 2025, and the remaining ... shall vest"
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.
derivative security financial
"transaction_code_description: "Exercise or conversion of derivative security""
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
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Form 4 Insider Transactions: What Each Field Means →
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*
Vieira Cory
(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 Accounting Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/02/2026		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 Share06/02/2026M5,208A$020,319D
Class A Ordinary Share06/02/2026S2,140D$15.01(1)18,179D
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$006/02/2026M5,208 (2) (2)Class A Ordinary Share5,208$010,416D
Explanation of Responses:
1. Sale of securities was necessary to satisfy tax withholding obligations arising exclusively from the vesting of a compensatory award.
2. 1/2 of the total 41,664 restricted stock units vested on December 2, 2025, and the remaining restricted stock units shall vest over the following 12 months in 4 quarterly installments.
Remarks:
/s/ Eric Watson, Attorney-in-Fact06/04/2026
** 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

FAQ

What insider transactions did Pagaya (PGY) Chief Accounting Officer Cory Vieira report?

Cory Vieira reported exercising restricted stock units into 5,208 Class A Ordinary Shares and selling 2,140 shares at $15.01 per share. These actions reflect routine equity compensation activity rather than a standalone open-market buying program.

Why did Cory Vieira sell Pagaya (PGY) shares in this Form 4?

The reported sale of 2,140 Class A Ordinary Shares at $15.01 per share was undertaken to satisfy tax withholding obligations arising exclusively from the vesting of a compensatory award, according to the footnote, indicating a tax-driven, rather than discretionary, sale.

How many Pagaya (PGY) shares does Cory Vieira hold after these transactions?

After the reported transactions, Cory Vieira directly holds 18,179 Class A Ordinary Shares. This figure comes from the Form 4 totals following the sale and exercise events and represents her ongoing direct equity stake in Pagaya Technologies Ltd.

What restricted stock unit (RSU) holdings does Cory Vieira have at Pagaya (PGY)?

Vieira holds 10,416 restricted stock units after the vesting and exercise activity. The original compensatory award covered 41,664 RSUs, with half vesting on December 2, 2025 and the balance vesting over the subsequent 12 months in four quarterly installments.

How were Pagaya (PGY) RSUs converted to shares in this Form 4?

On 2026-06-02, 5,208 restricted stock units were converted into 5,208 Class A Ordinary Shares at an exercise price of $0.00 per share. This reflects standard settlement of vested RSUs into common equity for the executive.