Jeff Shell (PSKY) logs 250,000 RSU vesting and tax share withholding

Filing Impact

(Very High)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Paramount Skydance Corp President and director Jeff Shell reported RSU vesting and related share withholding. On February 7, 2026, an installment of 250,000 Restricted Stock Units vested, converting into Class B common stock at an exercise price of $0.

To cover tax liabilities tied to this vesting, 116,671 Class B shares were withheld by the company rather than sold in the market at a reference closing price of $10.56 per share on February 6, 2026. Following these transactions, Shell directly owned 266,825 Class B common shares and 4,500,000 RSUs.

Insider Trade Summary

250,000 shares exercised/converted

Mixed 3 txns

Insider SHELL JEFF

Role President

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	250,000	$0.00	--
Exercise	Class B common stock	250,000	$0.00	--
Tax Withholding	Class B common stock	116,671	$10.56	$1.23M

Holdings After Transaction: Restricted Stock Units — 4,500,000 shares (Direct); Class B common stock — 383,496 shares (Direct)

Footnotes (1)

The shares identified in Table I were issued on February 7, 2026, upon vesting of an installment of Restricted Stock Units ("RSUs") identified in Table II, which were initially granted on August 7, 2025 and generally vest in equal quarterly installments over a five-year period. On February 6, 2026, the last business day preceding the date of vesting, the closing price of the Class B common stock on The NASDAQ Global Select Market was $10.56 per share. Includes shares acquired periodically pursuant to a dividend reinvestment program meeting the requirements of Rule 16a-11. These shares were withheld by the Issuer to satisfy tax liability incident to the vesting of, and delivery of shares underlying, the RSUs, and were not actually sold or otherwise disposed of in an open-market transaction.

Form 4 Insider Transactions: What Each Field Means →

02/10/2026 - 05:03 PM

SEC Form 4

FORM 4

UNITED 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

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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^*

SHELL JEFF

(Last)

(First)

(Middle)

1515 BROADWAY

(Street)

NEW YORK

10036

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Paramount Skydance Corp [ PSKY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President

3. Date of Earliest Transaction (Month/Day/Year)
02/07/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class B common stock	02/07/2026		M		250,000⁽¹⁾	A	$0⁽¹⁾	383,496⁽²⁾	D
Class B common stock	02/07/2026		F		116,671⁽³⁾	D	$10.56	266,825	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽¹⁾	02/07/2026		M			250,000	⁽¹⁾	⁽¹⁾	Class B common stock	250,000	$0.0000	4,500,000	D

Explanation of Responses:

1. The shares identified in Table I were issued on February 7, 2026, upon vesting of an installment of Restricted Stock Units ("RSUs") identified in Table II, which were initially granted on August 7, 2025 and generally vest in equal quarterly installments over a five-year period. On February 6, 2026, the last business day preceding the date of vesting, the closing price of the Class B common stock on The NASDAQ Global Select Market was $10.56 per share.

2. Includes shares acquired periodically pursuant to a dividend reinvestment program meeting the requirements of Rule 16a-11.

3. These shares were withheld by the Issuer to satisfy tax liability incident to the vesting of, and delivery of shares underlying, the RSUs, and were not actually sold or otherwise disposed of in an open-market transaction.

	/s/ Stephanie Kyoko McKinnon, Attorney-in-Fact	02/10/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Jeff Shell report at Paramount Skydance Corp (PSKY)?

Jeff Shell reported the vesting of 250,000 Restricted Stock Units that converted into Class B common stock at an exercise price of $0. The filing also shows related share withholding for taxes and updated direct ownership levels in both shares and RSUs.

How many Paramount Skydance (PSKY) RSUs vested for Jeff Shell and when?

An installment of 250,000 Restricted Stock Units vested for Jeff Shell on February 7, 2026. These RSUs were part of a grant originally made on August 7, 2025 that generally vests in equal quarterly installments over a five-year period, according to the filing footnotes.

How many Paramount Skydance (PSKY) shares were withheld for Jeff Shell’s taxes?

The company withheld 116,671 Class B common shares to satisfy tax liabilities arising from the RSU vesting. The footnotes specify these shares were not sold in open-market transactions but retained by the issuer strictly to cover associated tax obligations.

What are Jeff Shell’s holdings after this PSKY Form 4 transaction?

After the reported transactions, Jeff Shell directly held 266,825 shares of Class B common stock and 4,500,000 Restricted Stock Units. These figures reflect the impact of the RSU vesting and related share withholding described in the Form 4 filing for Paramount Skydance Corp.

What price reference is disclosed in the Jeff Shell PSKY Form 4 filing?

The filing notes a closing price of $10.56 per share for Paramount Skydance Class B common stock on February 6, 2026. This was the last business day before the RSU vesting date and is used as the reference price for the tax withholding transaction.

What roles does Jeff Shell hold at Paramount Skydance Corp (PSKY)?

Jeff Shell is identified as both a director and an officer of Paramount Skydance Corp, serving in the role of President. These positions are explicitly checked on the Form 4, which reports his beneficial ownership changes in the company’s Class B common stock and RSUs.