Pershing Square insider reports 197.7M PS shares
Pershing Square Partner Group LLC, a director and more than 10% owner of Pershing Square Inc., reports beneficial ownership of 197,732,599 shares of common stock.
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Form Type
3
Rhea-AI Filing Summary
Pershing Square Partner Group LLC, a director and more than 10% owner of Pershing Square Inc., reports beneficial ownership of 197,732,599 shares of common stock. It also holds M Units of Pershing Square Partner Group, LLC that are tied one-for-one to 197,732,599 underlying common shares.
According to the disclosure, these M Units were granted to issuer personnel, including named executive officers, under an amended PSPG governing document and approved by the board under Rule 16b-3. Most M Units follow a long-term vesting schedule, while William A. Ackman’s M Units are fully vested, and vested units may be redeemed for common stock without an expiry on these redemption rights.
Insider Trade Summary
2 transactions reported
Mixed
2 txns
Insider
Pershing Square Partner Group LLC
Role
Director, 10% Owner
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| holding | M Units of PSPG (Obligation to Deliver) | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
M Units of PSPG (Obligation to Deliver) — 197,732,599 contracts (Direct);
Common Stock — 197,732,599 shares (Direct)
Footnotes (3)
- F1. These M Units ("M Units") of Pershing Square Partner Group, LLC ("PSPG") were granted on April 28, 2026 to the applicable personnel of the Issuer, including its named executive officers, pursuant to an amendment of PSPG's governing document on a pro rata basis of each recipient's prior interest in PSPG. The grant was approved by the board of directors of the Issuer in accordance with Rule 16b-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act").
- F2. The M Units held by William A. Ackman are fully vested and not subject to vesting or forfeiture, and the M Units of each other holder are subject to vesting and forfeiture. The standard vesting schedule for M Units provides for vesting (i) 6.25% each year during years 1 to 4, (ii) 8.33% each year during years 5 to 7, and (iii) 16.67% each year during years 8 to 10. One holder has a condensed vesting schedule, which follows the aforementioned schedules for years 1 to 4, except all remaining unvested M Units vest at the end of year 5.
- F3. Upon vesting, each M Unit may be redeemed by the holder, subject to certain conditions, for shares of Issuer common stock held by PSPG on a one-for-one basis, subject to certain adjustments pursuant to the terms approved by the board of directors of the Issuer. These redemption rights do not expire.
Key Figures
Common stock beneficially owned: 197,732,599 shares
Underlying shares for M Units: 197,732,599 shares
M Unit exercise price: $0.0000 per unit
+3 more
6 metrics
Common stock beneficially owned
197,732,599 shares
Total common stock position reported by Pershing Square Partner Group LLC
Underlying shares for M Units
197,732,599 shares
Common stock underlying PSPG M Units obligation to deliver
M Unit exercise price
$0.0000 per unit
Conversion or exercise price for M Units of PSPG
Years 1–4 vesting rate
6.25% per year
Standard vesting schedule for most M Units in years 1–4
Years 5–7 vesting rate
8.33% per year
Standard vesting schedule for most M Units in years 5–7
Years 8–10 vesting rate
16.67% per year
Standard vesting schedule for most M Units in years 8–10
Key Terms
M Units, Rule 16b-3, vesting schedule, forfeiture, +1 more
5 terms
M Units financial
"These M Units ("M Units") of Pershing Square Partner Group, LLC ("PSPG") were granted on April 28, 2026..."
Rule 16b-3 regulatory
"The grant was approved by the board of directors of the Issuer in accordance with Rule 16b-3 under the Securities Exchange Act of 1934..."
Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.
vesting schedule financial
"The standard vesting schedule for M Units provides for vesting (i) 6.25% each year during years 1 to 4..."
A vesting schedule is a timeline that determines when someone gains full ownership of certain benefits, such as company stock or retirement contributions. Think of it like earning the right to own a gift gradually over time, rather than receiving it all at once. It matters to investors because it affects when they can fully access or sell these benefits, influencing their financial planning and decision-making.
forfeiture financial
"The M Units of each other holder are subject to vesting and forfeiture."
redemption rights financial
"Upon vesting, each M Unit may be redeemed by the holder, subject to certain conditions, for shares of Issuer common stock..."
Redemption rights are contractual provisions that allow a holder of a security—such as preferred shares, bonds, or certain fund units—to require the issuer to buy back the security under specified conditions, often at a set price or by a defined formula. For investors they act like a return policy that offers a forced exit or downside protection, affecting a security’s value, liquidity and the issuer’s cash planning.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What does Pershing Square Partner Group LLC disclose in this Form 3 for PS?
Pershing Square Partner Group LLC reports beneficial ownership of 197,732,599 shares of Pershing Square Inc. common stock. It also discloses M Units in PSPG that are linked one-for-one to the same number of underlying common shares, reflecting a significant equity interest.
What are the PSPG M Units reported in the Pershing Square (PS) Form 3?
The PSPG M Units are interests in Pershing Square Partner Group, LLC that may be redeemed for Pershing Square Inc. common stock on a one-for-one basis. They relate to 197,732,599 underlying shares and represent an obligation to deliver common stock when redeemed under specified terms.
How do the M Units for Pershing Square (PS) vest according to this filing?
Most M Units follow a standard vesting schedule: 6.25% annually in years 1–4, 8.33% annually in years 5–7, and 16.67% annually in years 8–10. One holder has a condensed schedule, with remaining unvested M Units vesting at the end of year five.
Are William A. Ackman’s M Units in Pershing Square (PS) subject to vesting?
The filing states that M Units held by William A. Ackman are fully vested and not subject to vesting or forfeiture. By contrast, M Units held by other recipients are subject to vesting and potential forfeiture under the long-term vesting schedules described in the disclosure.
Do the Pershing Square (PS) M Unit redemption rights expire?
According to the disclosure, once vested, each M Unit may be redeemed for issuer common stock on a one-for-one basis, subject to certain conditions and adjustments. The filing specifies that these redemption rights do not expire, providing ongoing conversion potential into common shares.
AI-generated analysis. How Rhea-AI works. Not financial advice.
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