Pattern Group (PTRN) CFO has 16,444 shares withheld for RSU taxes

Rhea-AI Filing Summary

Pattern Group Inc. Chief Financial Officer Jason Beesley reported a tax-related share disposition. On March 1, 2026, 16,444 shares of Series A Common Stock were withheld by the company at $10.53 per share to cover tax obligations from vesting restricted stock units. After this withholding, Beesley directly held 1,316,888 shares of Series A Common Stock.

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

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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^*

Beesley Jason

(Last) (First) (Middle)

C/O PATTERN GROUP INC.

1441 WEST INNOVATION WAY, SUITE 500

(Street)

LEHI UT 84043

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Pattern Group Inc. [ PTRN ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

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)
			Code	V	Amount	(A) or (D)	Price
Series A Common Stock	03/01/2026		F		16,444(1)	D	$10.53	1,316,888	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents shares of Series A Common Stock withheld by the Issuer in satisfaction of tax withholding obligations in connection with the vesting of restricted stock units ("RSUs") previously granted to the Reporting Person.

Remarks:

	/s/ Allison Fletcher, Attorney-in-Fact	03/03/2026
	** Signature of Reporting Person	Date
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).
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FAQ

What insider transaction did PTRN CFO Jason Beesley report on March 1, 2026?

Pattern Group CFO Jason Beesley reported a tax-related share disposition. The company withheld 16,444 Series A Common Stock shares at $10.53 per share to satisfy tax obligations from vested RSUs, rather than an open-market sale.

Was the PTRN CFO’s March 2026 Form 4 transaction an open-market stock sale?

No, the Form 4 shows a tax-withholding disposition, not an open-market sale. 16,444 shares of Series A Common Stock were withheld by Pattern Group to cover tax obligations from the vesting of previously granted RSUs.

How many Pattern Group shares does the CFO hold after the March 2026 tax withholding?

After the tax-related withholding, CFO Jason Beesley directly holds 1,316,888 shares of Pattern Group’s Series A Common Stock. This figure reflects his ownership following the disposition of 16,444 shares for RSU-related tax obligations.

What does transaction code F mean in the Pattern Group (PTRN) Form 4 filing?

Transaction code F indicates shares used to pay tax or exercise costs. For Pattern Group, 16,444 shares of Series A Common Stock were withheld to satisfy tax withholding obligations tied to vesting restricted stock units granted to the CFO.

What was the price per share used for the PTRN CFO’s tax-withholding shares?

The tax-withholding disposition used a price of $10.53 per share for 16,444 Series A Common Stock shares. These shares were withheld by Pattern Group to cover tax obligations when the CFO’s restricted stock units vested.