STOCK TITAN

Pershing Square (PS) president gets 10.1M M Units and holds 3.1M shares

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

Rhea-AI Filing Summary

Pershing Square Inc. president Hakim Ben reported multiple equity transactions involving the company’s common stock and related partnership units. On April 30, 2026, he received 75,000 shares of common stock as a grant and recorded an additional 20,000-share adjustment classified as another acquisition or disposition.

On the same date, he disposed of 231,388 common shares back to the issuer, and after these transactions he directly held 3,134,632 common shares. Separately, on April 28, 2026, he was granted 10,098,060 M Units of Pershing Square Partner Group, LLC, initially tied to 9,403,895 underlying common shares.

The M Units were granted on a pro rata basis to his prior interest in the partnership, are unvested, and follow a long-term vesting schedule over up to ten years. Once vested, each M Unit may be redeemed, subject to conditions and adjustments, for one share of Pershing Square common stock held by the partnership, with redemption rights that do not expire.

Positive

  • None.

Negative

  • None.

Insights

Large equity grant and internal adjustments create long-dated exposure, but no open-market buying or selling.

Pershing Square Inc. president Hakim Ben reported equity awards and internal capital structure adjustments rather than open-market trades. He received 75,000 common shares and a sizeable grant of 10,098,060 M Units, initially linked to 9,403,895 underlying common shares.

The filing also shows a disposition of 231,388 common shares back to the issuer and an additional 20,000-share adjustment categorized as an “other” transaction. These events are tied to a combined IPO and private placement structure and a purchase price adjustment mechanism involving Pershing Square Partner Group, LLC.

The M Units vest gradually over up to 10 years with stepped percentages and can be redeemed one-for-one for issuer common stock held by the partnership, with no expiration on redemption rights. The overall pattern points to long-term, performance-linked equity alignment rather than short-term trading activity.

Insider Hakim Ben
Role President
Type Security Shares Price Value
Disposition Common Stock 231,388 $0.00 --
Other Common Stock 20,000 $0.00 --
Grant/Award Common Stock 75,000 $0.00 --
Grant/Award M Units of Pershing Square Partner Group, LLC 10,098,060 $0.00 --
Holdings After Transaction: Common Stock — 3,134,632 shares (Direct, null); M Units of Pershing Square Partner Group, LLC — 10,098,060 shares (Direct, null)
Footnotes (1)
  1. On April 30, 2026, the Issuer and Pershing Square USA, Ltd. ("PSUS") completed a combined transaction, consisting of (i) an initial public offering (the "PS IPO") and a concurrent private placement (the "PS Private Placement") of Issuer common stock and (ii) an initial public offering (the "PSUS IPO" and together with the PS IPO, the "combined IPO") and a concurrent private placement (the "PSUS Private Placement" and together with the PS Private Placement, the "combined private placement") of PSUS's Common Shares of Beneficial Interest ("PSUS Common Shares") (collectively, the "combined transaction"). Pursuant to the Amended and Restated Purchase Price Adjustment Agreement (the "A&R Purchase Price Adjustment Agreement") by and among the Issuer, Pershing Square Partner Group, LLC ("PSPG") and the other parties thereto (including the Reporting Person), PSPG and other parties thereto (including the Reporting Person) contributed Issuer common stock to the Issuer in an aggregate amount equal to the number of shares of Issuer common stock issued in connection with the combined transaction. Each party's contribution ("Purchase Price Adjustment Contribution") corresponds to such party's pro rata share of the aggregate number of shares of Issuer common stock held by the parties as of immediately prior to the completion of the combined transaction. Reflects the acquisition of Issuer common stock in connection with the combined IPO. In connection with the PS IPO, each initial investor acquired 1 share of Issuer common stock for no additional consideration for every 5 PSUS Common Shares that the investor purchased in the PSUS IPO. Reflects the acquisition of Issuer common stock in connection with the combined private placement. In connection with the PS Private Placement, each initial investor acquired 1.5 shares of Issuer common stock for no additional consideration for every 5 PSUS Common Shares that the investor purchased in the PSUS Private Placement. These M Units ("M Units") of PSPG were granted to the Reporting Person pursuant to an amendment of PSPG's governing document on a pro rata basis of the Reporting Person's prior interest in PSPG on April 28, 2026. The M Units are unvested and 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. 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. 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. Reflects the pro rata adjustment, pursuant to PSPG's governing document in connection with its Purchase Price Adjustment Contribution, of the number of shares of Issuer common stock for which each M unit may be redeemed.
Common stock grant 75,000 shares Grant of Pershing Square common stock on April 30, 2026
Other common stock adjustment 20,000 shares Other acquisition or disposition on April 30, 2026
Disposition to issuer 231,388 shares Common stock returned to Pershing Square on April 30, 2026
Direct common shares held 3,134,632 shares Direct Pershing Square holdings after reported transactions
M Units granted 10,098,060 units M Units of Pershing Square Partner Group, LLC granted April 28, 2026
Underlying common shares 9,403,895 shares Common stock initially underlying granted M Units
Early vesting rate 6.25% per year M Units vesting during years 1–4
Late vesting rate 16.67% per year M Units vesting during years 8–10
M Units financial
"These M Units ("M Units") of PSPG were granted to the Reporting Person pursuant to an amendment of PSPG's governing document"
Purchase Price Adjustment Contribution financial
"Each party's contribution ("Purchase Price Adjustment Contribution") corresponds to such party's pro rata share"
Amended and Restated Purchase Price Adjustment Agreement financial
"Pursuant to the Amended and Restated Purchase Price Adjustment Agreement (the "A&R Purchase Price Adjustment Agreement") by and among the Issuer"
combined IPO financial
"an initial public offering (the "PSUS IPO" and together with the PS IPO, the "combined IPO")"
combined private placement financial
"a concurrent private placement (the "PSUS Private Placement" and together with the PS Private Placement, the "combined private placement")"
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.
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*
Hakim Ben

(Last)(First)(Middle)
C/O PERSHING SQUARE INC.
787 ELEVENTH AVENUE, 9TH FLOOR

(Street)
NEW YORK NEW YORK 10019

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
PERSHING SQUARE INC. [ PS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
President
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/28/2026
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
Common Stock04/30/2026D(1)(2)231,388D$03,134,632D
Common Stock04/30/2026J(1)(3)20,000A(3)3,154,632D
Common Stock04/30/2026A(1)(4)75,000A(4)3,229,632D
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
M Units of Pershing Square Partner Group, LLC(5)(6)(7)04/28/2026A10,098,060 (5)(6)(7) (5)(6)(7)Common Stock9,403,895(5)(6)(7)10,098,060D
Explanation of Responses:
1. On April 30, 2026, the Issuer and Pershing Square USA, Ltd. ("PSUS") completed a combined transaction, consisting of (i) an initial public offering (the "PS IPO") and a concurrent private placement (the "PS Private Placement") of Issuer common stock and (ii) an initial public offering (the "PSUS IPO" and together with the PS IPO, the "combined IPO") and a concurrent private placement (the "PSUS Private Placement" and together with the PS Private Placement, the "combined private placement") of PSUS's Common Shares of Beneficial Interest ("PSUS Common Shares") (collectively, the "combined transaction").
2. Pursuant to the Amended and Restated Purchase Price Adjustment Agreement (the "A&R Purchase Price Adjustment Agreement") by and among the Issuer, Pershing Square Partner Group, LLC ("PSPG") and the other parties thereto (including the Reporting Person), PSPG and other parties thereto (including the Reporting Person) contributed Issuer common stock to the Issuer in an aggregate amount equal to the number of shares of Issuer common stock issued in connection with the combined transaction. Each party's contribution ("Purchase Price Adjustment Contribution") corresponds to such party's pro rata share of the aggregate number of shares of Issuer common stock held by the parties as of immediately prior to the completion of the combined transaction.
3. Reflects the acquisition of Issuer common stock in connection with the combined IPO. In connection with the PS IPO, each initial investor acquired 1 share of Issuer common stock for no additional consideration for every 5 PSUS Common Shares that the investor purchased in the PSUS IPO.
4. Reflects the acquisition of Issuer common stock in connection with the combined private placement. In connection with the PS Private Placement, each initial investor acquired 1.5 shares of Issuer common stock for no additional consideration for every 5 PSUS Common Shares that the investor purchased in the PSUS Private Placement.
5. These M Units ("M Units") of PSPG were granted to the Reporting Person pursuant to an amendment of PSPG's governing document on a pro rata basis of the Reporting Person's prior interest in PSPG on April 28, 2026. The M Units are unvested and 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. 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.
6. 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.
7. Reflects the pro rata adjustment, pursuant to PSPG's governing document in connection with its Purchase Price Adjustment Contribution, of the number of shares of Issuer common stock for which each M unit may be redeemed.
By: /s/ Halit Coussin, attorney-in-fact05/04/2026
** 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)