Ackman (PS) adds 800K shares and restructures Pershing Square stake
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Pershing Square Inc. director, CEO and Chairman William A. Ackman reported multiple insider transactions in the company’s common stock. He made open‑market purchases totaling 800,000 shares at weighted average prices around $22–$24 per share, increasing his directly held stake to 1,500,000 shares.
The filing also details non‑market restructurings and transfers. These include a 6,874,237‑share disposition back to the issuer under a purchase price adjustment agreement linked to the company’s combined IPO and private placements, and a 300,000‑share bona fide gift. Ackman was granted 92,878,204 M Units of Pershing Square Partner Group, LLC, which are redeemable into 86,493,537 shares of Pershing Square Inc. common stock on a one‑for‑one basis, subject to adjustments.
Many positions are held indirectly through a spouse‑owned limited liability company, family trusts, a grantor retained annuity trust, and WAA Management LLC, an entity he manages, with portions of this indirect ownership beneficial only to the extent of his pecuniary interest.
Positive
- None.
Negative
- None.
Insights
Ackman reports sizeable net insider buying alongside structural stake adjustments.
CEO and Chairman William A. Ackman reported open‑market purchases of 800,000 shares of Pershing Square Inc. common stock at prices in the low‑ to mid‑$20s. Following these trades, his directly held position rose to 1,500,000 shares, indicating increased direct equity exposure.
Alongside the purchases, the filing shows large non‑market movements: a 6,874,237‑share contribution back to the issuer under a purchase price adjustment agreement, a 300,000‑share bona fide gift, and the grant of 92,878,204 fully vested M Units in Pershing Square Partner Group, LLC, redeemable into 86,493,537 common shares. Many holdings are indirect through family entities and WAA Management LLC, which shapes how much of the overall economic interest is personally attributable to Ackman.
Future company disclosures may further clarify how these M Units and indirect holdings evolve following the April 2026 combined IPO and related private placements, but from this filing alone the primary market signal is the net open‑market buying activity.
Insider Trade Summary
Net Buyer: 800,000 shares ($19,015,801)
Net Buy
11 txns
Insider
ACKMAN WILLIAM A, WAA Management LLC
Role
CEO & Chairman | null
Bought
800,000 shs ($19.02M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Other | Common Stock | 700,000 | $0.00 | -- |
| Purchase | Common Stock | 81,762 | $22.609 | $1.85M |
| Purchase | Common Stock | 659,540 | $23.875 | $15.75M |
| Purchase | Common Stock | 58,698 | $24.204 | $1.42M |
| Other | Common Stock | 168,200 | $0.00 | -- |
| Other | Common Stock | 4,240 | $0.00 | -- |
| Grant/Award | Common Stock | 10,489 | $0.00 | -- |
| Disposition | Common Stock | 6,874,237 | $0.00 | -- |
| Grant/Award | M Units of Pershing Square Partner Group, LLC | 92,878,204 | $0.00 | -- |
| Gift | Common Stock | 300,000 | $0.00 | -- |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Common Stock — 700,000 shares (Direct, null);
Common Stock — 168,200 shares (Indirect, See footnotes);
M Units of Pershing Square Partner Group, LLC — 92,878,204 shares (Indirect, See footnote)
Footnotes (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"). 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. The price reported in Column 4 is a weighted average price. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (4) through (6) in this Form 4. Reflects the acquisition of Issuer common stock through multiple open market transactions at prices ranging from $22.030 to $23.025, inclusive. Reflects the acquisition of Issuer common stock through multiple open market transactions at prices ranging from $23.030 to $24.005, inclusive. Reflects the acquisition of Issuer common stock through multiple open market transactions at prices ranging from $24.030 to $24.400, inclusive. Reflects Issuer common stock held by a limited liability company that is wholly owned by the Reporting Person's spouse. Reflects a contribution of 300,000 shares of Issuer common stock by the Reporting Person on April 28, 2026. Reflects Issuer common stock held by trusts for the benefit of, or whose beneficiaries include, the Reporting Person's family members. 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. The Reporting Person may be deemed to be the beneficial owner of these shares for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). The Reporting Person disclaims beneficial ownership of these shares, except to the extent of any pecuniary interest therein. Reflects shares directly held by WAA Management LLC, of which the Reporting Person is the sole manager. 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 shares directly held a grantor retained annuity trust, of which the Reporting Person is the trustee. 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. These M Units are fully vested. The grant was approved by the board of directors of the Issuer in accordance with Rule 16b-3 under the Exchange Act. 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.
Key Figures
Open-market purchases: 800,000 shares
Purchase prices: $22.609, $23.875, $24.204 per share
Direct holdings after trades: 1,500,000 shares
+5 more
8 metrics
Open-market purchases
800,000 shares
Total common stock bought by Ackman in open market
Purchase prices
$22.609, $23.875, $24.204 per share
Weighted average prices for April 30, 2026 purchases
Direct holdings after trades
1,500,000 shares
Common stock directly owned by Ackman post‑transactions
Disposition to issuer
6,874,237 shares
Common stock contributed back to issuer under adjustment agreement
Indirect holdings after disposition
76,825,763 shares
Common stock indirectly held following issuer contribution
Gifted shares
300,000 shares
Bona fide gift of common stock on April 28, 2026
Granted M Units
92,878,204 M Units
M Units of Pershing Square Partner Group, LLC granted April 28, 2026
Underlying common shares for M Units
86,493,537 shares
Common stock currently underlying granted M Units
Key Terms
combined IPO, Purchase Price Adjustment Contribution, grantor retained annuity trust, M Units, +2 more
6 terms
combined IPO financial
"completed a combined transaction, consisting of (i) an initial public offering (the "PS IPO") and a concurrent private placement ... and (ii) an initial public offering (the "PSUS IPO" ...)"
Purchase Price Adjustment Contribution financial
"Each party's contribution ("Purchase Price Adjustment Contribution") corresponds to such party's pro rata share of the aggregate number of shares..."
grantor retained annuity trust financial
"Reflects shares directly held a grantor retained annuity trust, of which the Reporting Person is the trustee."
A grantor retained annuity trust (GRAT) is an estate-planning tool where the person who creates the trust transfers assets into it but receives fixed cash payments (an annuity) from the trust for a set number of years; whatever remains after that term passes to designated beneficiaries. It matters to investors because it can shift future appreciation of assets out of the creator’s taxable estate—like putting an asset into a timed vending machine that pays you fixed amounts while any extra value that grows inside the machine goes to heirs with reduced gift or estate tax consequences.
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..."
Rule 16b-3 regulatory
"The grant was approved by the board of directors of the Issuer in accordance with Rule 16b-3 under the Exchange Act."
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.
beneficial owner regulatory
"The Reporting Person may be deemed to be the beneficial owner of these shares for purposes of Rule 16a-1(a) under the Securities Exchange Act..."
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.
FAQ
What are the M Units mentioned for Pershing Square (PS) in this filing?
Ackman received 92,878,204 M Units of Pershing Square Partner Group, LLC, granted pro rata to his prior interest. Each fully vested M Unit may be redeemed, subject to conditions, for one Pershing Square Inc. common share, currently linked to 86,493,537 underlying shares.
How much of William Ackman’s Pershing Square (PS) stake is held indirectly?
The filing reports large indirect positions, including 76,825,763 shares following a disposition to the issuer and holdings via a spouse‑owned LLC, family trusts, a grantor retained annuity trust, and WAA Management LLC. Ackman may be deemed a beneficial owner only to the extent of his pecuniary interest.