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Texas Teachers trims Pershing Square USA (NYSE: PSUS) stake with 70K-share sale

(Very High)
(Negative)
Form Type
4

Rhea-AI Filing Summary

TEACHER RETIREMENT SYSTEM OF TEXAS, a ten percent owner of Pershing Square USA, Ltd., reported selling a total of 70,000 shares of Common Stock. The sales occurred on 2026-08-03 in three non-derivative transactions of 25,000, 25,000 and 20,000 shares at $38.1100, $38.1900 and $38.1300 per share, respectively, all reported as directly owned shares.

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Insider TEACHER RETIREMENT SYSTEM OF TEXAS
Role 10% Owner
Sold 70,000 shs ($2.67M)
Type Security Shares Price Value
Sale Common Stock 25,000 $38.11 $953K
Sale Common Stock 25,000 $38.19 $955K
Sale Common Stock 20,000 $38.13 $763K
Holdings After Transaction: Common Stock — 10,200,000 shares (Direct)
First sale block 25,000 shares at $38.1100 per share Non-derivative Common Stock sale on 2026-08-03, direct ownership
Second sale block 25,000 shares at $38.1900 per share Non-derivative Common Stock sale on 2026-08-03, direct ownership
Third sale block 20,000 shares at $38.1300 per share Non-derivative Common Stock sale on 2026-08-03, direct ownership
Total shares sold 70,000 shares Aggregate non-derivative Common Stock sales reported in the Form 4
ten percent owner regulatory
"Reporting person is identified as a <b>ten percent owner</b> of the issuer"
non-derivative financial
"Each Common Stock transaction is classified as <b>non-derivative</b> in the filing data"
Sale in open market or private transaction regulatory
"Transaction code description states <b>Sale in open market or private transaction</b>"

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FAQ

What did Teacher Retirement System of Texas report in its PSUS Form 4?

Teacher Retirement System of Texas reported selling 70,000 shares of Pershing Square USA Common Stock. The Form 4 shows three non-derivative sales on 2026-08-03, executed at per-share prices of $38.1100, $38.1300 and $38.1900, all from directly owned shares.

How many Pershing Square USA (PSUS) shares were sold and at what prices?

The reporting person sold 70,000 shares of Pershing Square USA Common Stock. The transactions were split into blocks of 25,000, 25,000 and 20,000 shares at per-share prices of $38.1100, $38.1900 and $38.1300, respectively, as non-derivative sales.

On what date did the PSUS insider transactions by Teacher Retirement System of Texas occur?

All reported transactions occurred on 2026-08-03. On that date, the reporting person executed three non-derivative sales of Pershing Square USA Common Stock totaling 70,000 shares, at per-share prices ranging from $38.1100 to $38.1900, under direct ownership.

What type of security and transaction is disclosed in the PSUS Form 4?

The filing covers sales of Common Stock classified as non-derivative transactions. Three separate sale entries are reported, each identified by transaction code “S” and described as a “Sale in open market or private transaction,” reflecting direct ownership of the shares sold.

Is the reporting person in the PSUS Form 4 a ten percent owner?

Yes, TEACHER RETIREMENT SYSTEM OF TEXAS is identified as a ten percent owner of Pershing Square USA. The Form 4 indicates this status alongside its role as the reporting person for the three Common Stock sale transactions disclosed for 2026-08-03.
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*
TEACHER RETIREMENT SYSTEM OF TEXAS

(Last)(First)(Middle)
4655 MUELLER BLVD

(Street)
AUSTIN TEXAS 78723

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Pershing Square USA, Ltd. [ PSUS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/03/2026
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 Stock08/03/2026S25,000D$38.1110,245,000D
Common Stock08/03/2026S25,000D$38.1910,220,000D
Common Stock08/03/2026S20,000D$38.1310,200,000D
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
Explanation of Responses:
Elena Barreiro08/05/2026
** 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)