Childrens Place (PLCE) shifts 500,000 Mithaq shares to director under vesting deal
Rhea-AI Filing Summary
Childrens Place, Inc. insider group linked to Mithaq reported an internal restructuring of holdings involving 500,000 shares of common stock. Mithaq Capital SPC distributed these shares to director and ten-percent owner Muhammad Asif Seemab under a Restricted Stock Transfer Agreement, shifting them from indirect group ownership to Seemab’s direct ownership. The group may continue to be deemed to beneficially own 13,093,236 shares, including 13,091,959 held by Mithaq and 1,722 by Snowball. The 500,000 transferred shares vest in three tranches tied to market capitalization milestones of $265,000,000, $400,000,000, and $600,000,000, with unvested shares after five years forfeited back to Mithaq.
Positive
- None.
Negative
- None.
Insider Trade Summary
2 transactions reported
Mixed
2 txns
Insider
Seemab Muhammad Asif, Mithaq Capital SPC, Mithaq Global, Mithaq Capital, Alrajhi Turki Saleh A., Snowball Compounding Ltd.
Role
Director, 10% Owner | Director, 10% Owner | Director, 10% Owner | Director, 10% Owner | Director, 10% Owner | Director, 10% Owner
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Other | Common Stock F1, F2, F3, F4, F5 | 500,000 | $0.00 | $0.00 |
| Grant/Award | Common Stock F6, F7 | 500,000 | $0.00 | $0.00 |
Holdings After Transaction:
Common Stock — 13,093,236 shares (Indirect, See Footnotes);
Common Stock — 603,583 shares (Direct)
Footnotes (7)
- F1. Reflects a distribution of 500,000 shares of the Issuer's common stock ("Subject Shares") by Mithaq Capital SPC, a Cayman Islands segregated portfolio company ("Mithaq"), which was immediately before such transfer the direct holder of such shares, to Muhammad Asif Seemab ("Mr. Seemab"), pursuant to a Restricted Stock Transfer Agreement, effective August 11, 2026 (the "Transfer Agreement"), in connection with Mr. Seemab's service to the Issuer. Prior to the distribution, the Subject Shares were, by virtue of the relationships described in footnote 4, also indirectly beneficially owned by Mithaq Global, a Cayman Islands company ("Mithaq Global"), Mithaq Capital, a Cayman Islands company ("Mithaq Capital"), Turki Saleh A. AlRajhi and Mr. Seemab. Following the distribution, the Subject Shares are now owned directly by Mr. Seemab and are no longer beneficially owned by any of the other Reporting Persons, subject to the vesting requirements of the Transfer Agreement.
- F2. Reflects the remaining 13,093,236 shares that may continue to be deemed beneficially owned by each of Mithaq, Mithaq Global, Mithaq Capital, Turki Saleh A. AlRajhi and Mr. Seemab by virtue of the relationships described in footnote 3, including 13,091,959 shares held directly by Mithaq and 1,722 shares held directly by Snowball. In addition, as noted in Footnote 1, Mr. Seemab further continues to beneficially own the 500,000 shares transferred pursuant to the Transfer Agreement and the 103,583 shares distributed in the distribution disclosed on July 10, 2025.
- F3. Mithaq and Mithaq Global are investment vehicles for certain members of the AlRajhi family, of which Mr. AlRajhi is a member, and select other eligible investors that are employed by Mithaq or its affiliates. Mithaq is a controlled affiliate of Mithaq Capital. Mithaq Capital is a controlled affiliate of Mithaq Global, and acts as investment advisor for Mithaq. Snowball is a wholly owned subsidiary of Mithaq. Mithaq, as a controlled affiliate of Mithaq Capital and Mithaq Capital, as the investment advisor for Mithaq and as a controlled affiliate of Mithaq Global, may each be deemed to be the beneficial owner of the shares held directly by Mithaq and Snowball for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934 (the "Exchange Act").
- F4. In addition to Mr. Seemab, a citizen of Pakistan, this Form 4 is being filed jointly by Mithaq, Mithaq Global, Mithaq Capital, Turki Saleh A. AlRajhi, a citizen of Saudi Arabia, Mr. Seemab, and Snowball Compounding Ltd., an exempted company organized under the laws of the Cayman Islands ("Snowball", and together with Mithaq, Mithaq Global, Mithaq Capital, Turki Saleh A. AlRajhi and Mr. Seemab, the "Reporting Persons"), each of whom has the same business address as Mithaq and may be deemed to have a pecuniary interest in securities held by Mithaq and Snowball that are reported on this Form 4
- F5. By virtue of Mr. AlRajhi's position as a director of Mithaq, Mithaq Global and Mithaq Capital, Mr. AlRajhi may be deemed to be the beneficial owner of the shares held directly by Mithaq and Snowball for purposes of Rule 16a-1(a) under the Exchange Act. By virtue of Mr. Seemab's position as a director of Mithaq and director and managing director of Mithaq Capital, Mr. Seemab may be deemed to be the beneficial owner of the shares held by Mithaq and Snowball for purposes of Rule 16a-1(a) under the Exchange Act. Each of the Reporting Persons disclaims any beneficial ownership of any of the shares, except to the extent of any pecuniary interest therein.
- F6. The Subject Shares vest in three separate tranches upon the achievement of the following market capitalization milestones of the Issuer: (i) 166,667 shares vest when the Issuer's market capitalization equals or exceeds $265,000,000; (ii) 166,667 shares vest when the Issuer's market capitalization equals or exceeds $400,000,000; and (iii) 166,666 shares vest when the Issuer's market capitalization equals or exceeds $600,000,000, provided in each case that Mr. Seemab remains in service with the Issuer through the achievement of the applicable milestone. For purposes of the Transfer Agreement, "market capitalization" is determined by multiplying (x) the total number of shares of common stock of the Issuer outstanding as of the applicable date of determination by (y) the closing price of a share of the common stock of the Issuer on NASDAQ (or such other national securities exchange on which the shares of common stock of the Issuer are then listed) on such date
- F7. Any Subject Shares that have not vested on or prior to the fifth (5th) anniversary of the effective date of the Transfer Agreement will be forfeited and returned to Mithaq.
Key Figures
Shares distributed: 500,000 shares
Group beneficial ownership: 13,093,236 shares
Mithaq direct holdings: 13,091,959 shares
+5 more
8 metrics
Shares distributed
500,000 shares
Subject Shares transferred from Mithaq Capital SPC to Muhammad Asif Seemab
Group beneficial ownership
13,093,236 shares
Shares that may continue to be deemed beneficially owned by the Mithaq-related group
Mithaq direct holdings
13,091,959 shares
Shares of Childrens Place common stock held directly by Mithaq
Snowball holdings
1,722 shares
Shares of Childrens Place common stock held directly by Snowball
Seemab direct holdings
603,583 shares
Total shares directly owned by Muhammad Asif Seemab after the grant
First vesting milestone
$265,000,000
Issuer market capitalization required for first 166,667 shares to vest
Second vesting milestone
$400,000,000
Issuer market capitalization required for second 166,667 shares to vest
Third vesting milestone
$600,000,000
Issuer market capitalization required for final 166,666 shares to vest
Key Terms
Restricted Stock Transfer Agreement, beneficial owner, market capitalization, pecuniary interest, +1 more
5 terms
Restricted Stock Transfer Agreement financial
"pursuant to a Restricted Stock Transfer Agreement, effective August 11, 2026"
beneficial owner financial
"may each be deemed to be the beneficial owner of the shares held"
A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.
market capitalization financial
"shares vest when the Issuer's market capitalization equals or exceeds $265,000,000"
Market capitalization is the total market value of a company’s outstanding shares, calculated by multiplying the current share price by the number of shares issued. It gives a quick snapshot of a company’s size and how investors value it, influencing perceived risk, index membership, and roughly how much it might cost to buy the whole company — like using a sticker price to compare the relative size and price of different houses.
pecuniary interest financial
"may be deemed to have a pecuniary interest in securities held by Mithaq"
direct or indirect ownership financial
"were, by virtue of the relationships described in footnote 4, also indirectly beneficially owned"
FAQ
Was the Childrens Place (PLCE) insider transaction a market purchase or sale?
No cash market trade is reported. The Form 4 shows a code J other disposition by Mithaq and a code A grant to Mr. Seemab at $0.00 per share, reflecting an internal distribution and award, not an open-market purchase or sale.
AI-generated analysis. How Rhea-AI works. Not financial advice.
