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  4. [Form 3] PERSHING SQUARE INC. Initial Statement of Beneficial Ownership

Pershing Square Inc. (PS) gains disclosed Special Voting Share control

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
3

Rhea-AI Filing Summary

Pershing Square Management, LLC filed an initial Form 3 for PERSHING SQUARE INC., reporting direct ownership of one Special Voting Share. This Special Voting Share has no economic rights but carries voting power sufficient, together with common stock votes it controls, to give ManagementCo majority voting control.

Footnotes explain that ManagementCo, as managing member of Pershing Square Partner Group, LLC and holder of irrevocable voting proxies from several ManagementCo members, holds a majority of the aggregate voting power of the issuer’s common stock but no economic interest in those shares.

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Insider Pershing Square Management, LLC
Role null
Type Security Shares Price Value
holding Special Voting Share -- -- --
Holdings After Transaction: Special Voting Share — 1 shares (Direct, null)
Footnotes (1)
  1. The Special Voting Share has no economic rights and has voting power (which shall in no event be less than one vote) equal to that number of votes required, when taken together with the aggregate voting power of the shares of Issuer common stock over which the Reporting Person ("ManagementCo") then has voting power, to give the ManagementCo a majority of the aggregate voting power of the Special Voting Share and the then-outstanding shares of Issuer common stock. As the managing member of Pershing Square Partner Group, LLC and holder of an irrevocable voting proxy granted by William A. Ackman, Ryan Israel, Ben Hakim, Michael Gonnella, Anthony Massaro, and Halit Coussin (collectively, the "ManagementCo Members"), each of whom holds Issuer common stock, ManagementCo holds a majority of the aggregate voting power of, but no economic interest in, Issuer common stock as of the date of this Form 3. ManagementCo is governed by the ManagementCo Members. Mr. Ackman owns 24.9% of the voting interests of ManagementCo, with Mr. Israel, Mr. Hakim, Mr. Gonnella, Mr. Massaro, and Ms. Coussin each owning the remainder of the voting interests equally (approximately 15% each), and the approval of a majority of the voting interests is generally required to approve any action of ManagementCo. Each ManagementCo Member disclaims beneficial ownership of the Special Voting Share, except to the extent of any pecuniary interest therein.
Special Voting Share holdings 1 Special Voting Share Total shares following transaction on April 29, 2026
Ackman voting interest in ManagementCo 24.9% voting interests Voting interests of William A. Ackman in ManagementCo
Other members’ voting interests approximately 15% each Voting interests of Israel, Hakim, Gonnella, Massaro, Coussin in ManagementCo
Special Voting Share financial
"The Special Voting Share has no economic rights and has voting power..."
beneficial ownership financial
"Each ManagementCo Member disclaims beneficial ownership of the Special Voting Share..."
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"disclaims beneficial ownership of the Special Voting Share, except to the extent of any pecuniary interest therein"
voting interests financial
"Mr. Ackman owns 24.9% of the voting interests of ManagementCo..."
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SEC Form 3
FORM 3UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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:3235-0104
Estimated average burden
hours per response:0.5
1. Name and Address of Reporting Person*
Pershing Square Management, LLC
(Last)(First)(Middle)
787 ELEVENTH AVENUE
9TH FLOOR
(Street)
NEW YORK NEW YORK 10019
(City)(State)(Zip)
UNITED STATES
(Country)		2. Date of Event Requiring Statement (Month/Day/Year)
04/29/2026		3. Issuer Name and Ticker or Trading Symbol
PERSHING SQUARE INC. [ PS ]
3a. Foreign Trading Symbol
5. If Amendment, Date of Original Filed (Month/Day/Year)
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
Officer (give title below)Other (specify below)
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Special Voting Share1(1)(2)D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year)3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. The Special Voting Share has no economic rights and has voting power (which shall in no event be less than one vote) equal to that number of votes required, when taken together with the aggregate voting power of the shares of Issuer common stock over which the Reporting Person ("ManagementCo") then has voting power, to give the ManagementCo a majority of the aggregate voting power of the Special Voting Share and the then-outstanding shares of Issuer common stock. As the managing member of Pershing Square Partner Group, LLC and holder of an irrevocable voting proxy granted by William A. Ackman, Ryan Israel, Ben Hakim, Michael Gonnella, Anthony Massaro, and Halit Coussin (collectively, the "ManagementCo Members"), each of whom holds Issuer common stock, ManagementCo holds a majority of the aggregate voting power of, but no economic interest in, Issuer common stock as of the date of this Form 3.
2. ManagementCo is governed by the ManagementCo Members. Mr. Ackman owns 24.9% of the voting interests of ManagementCo, with Mr. Israel, Mr. Hakim, Mr. Gonnella, Mr. Massaro, and Ms. Coussin each owning the remainder of the voting interests equally (approximately 15% each), and the approval of a majority of the voting interests is generally required to approve any action of ManagementCo. Each ManagementCo Member disclaims beneficial ownership of the Special Voting Share, except to the extent of any pecuniary interest therein.
Remarks:
William A. Ackman, Ryan Israel, Ben Hakim, and Halit Coussin, each a member of the board of directors of the Issuer, are members of ManagementCo, which holds majority voting power over the Issuer's shares. As a result, ManagementCo is a director by deputization for purposes of Section 16 of Securities Exchange Act of 1934, as amended.
PERSHING SQUARE MANAGEMENT, LLC, By: /s/ William A. Ackman, Member and Chief Executive Officer04/29/2026
** 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 5 (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 3: SEC 1473 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What does Pershing Square Management, LLC report on its Form 3 for PS?

Pershing Square Management, LLC reports holding one Special Voting Share of PERSHING SQUARE INC. The filing is an initial statement of beneficial ownership, describing voting control but not reporting any purchase, sale, or economic ownership of the issuer’s common stock.

What is the Special Voting Share disclosed for PERSHING SQUARE INC. (PS)?

The Special Voting Share has no economic rights and carries voting power sufficient, with common shares ManagementCo controls, to give it a majority of total voting power. This structure provides control over shareholder votes without a corresponding economic interest in the common stock.

Does Pershing Square Management, LLC have an economic interest in PS common stock?

According to the footnote, Pershing Square Management, LLC holds a majority of the voting power of PS common stock but no economic interest in those shares. Voting authority comes from its role and proxies, not from directly owning the economic rights of the common stock.

How is Pershing Square Management, LLC governed according to the Form 3?

ManagementCo is governed by its members, with William A. Ackman holding 24.9% of its voting interests and five other members each holding approximately 15%. A majority of these voting interests is generally required to approve any action taken by ManagementCo.

Do the ManagementCo members claim beneficial ownership of the Special Voting Share?

Each ManagementCo member disclaims beneficial ownership of the Special Voting Share, except to the extent of any pecuniary interest. This clarifies that, while they influence voting decisions, they do not necessarily claim the economic benefits tied to that security.