Red Cat (NASDAQ: RCAT) CEO receives 1.04M options and new RSUs in equity pay shift
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Red Cat Holdings, Inc. Chairman and CEO Jeffrey M. Thompson reported several equity compensation transactions involving common stock, restricted stock units (RSUs), and stock options. He exercised 5,295 RSUs into the same number of common shares and had 1,570 common shares withheld to cover tax obligations on April 6, 2026.
Thompson was granted 21,182 RSUs, each representing one share of RCAT common stock; one-fourth vested on April 6, 2026 and the remainder will vest on December 31, 2026. He also received 1,040,000 employee stock options with a $13.06 exercise price expiring on April 5, 2036, granted as compensation instead of base salary and a traditional bonus plan. Following these transactions, he directly holds 12,913,772 common shares.
Positive
- None.
Negative
- None.
Insider Trade Summary
5,295 shares exercised/converted
Mixed
5 txns
Insider
Thompson Jeffrey M
Role
Chairman of the Board, CEO
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Employee Stock Option (right to buy) | 1,040,000 | $0.00 | -- |
| Grant/Award | Restricted Stock Units | 21,182 | $0.00 | -- |
| Exercise | Restricted Stock Units | 5,295 | $0.00 | -- |
| Exercise | Common Stock | 5,295 | $0.00 | -- |
| Tax Withholding | Common Stock | 1,570 | $13.06 | $21K |
Holdings After Transaction:
Employee Stock Option (right to buy) — 1,040,000 shares (Direct, null);
Restricted Stock Units — 21,182 shares (Direct, null);
Common Stock — 12,913,772 shares (Direct, null)
Footnotes (1)
- The option vests in three equal annual installments on December 31, 2026, December 31, 2027 and December 31, 2028, and were granted as compensation in lieu of a base salary and participation in a traditional annual bonus plan. Each restricted stock unit represents a contingent right to receive one share of RCAT common stock. On April 6, 2026, the reporting person was granted 21,182 restricted stock units. One-fourth of the restricted stock units vested on April 6, 2026, and the remaining restricted stock units will vest on December 31, 2026.
Key Figures
Tax-withheld shares: 1,570 shares
RSUs exercised: 5,295 shares
New RSU grant: 21,182 units
+4 more
7 metrics
Tax-withheld shares
1,570 shares
Common stock withheld for taxes on April 6, 2026
RSUs exercised
5,295 shares
Restricted stock units converted to common stock on April 6, 2026
New RSU grant
21,182 units
RSUs granted April 6, 2026; one-fourth vested immediately
Option grant size
1,040,000 options
Employee stock options granted with equity-based compensation structure
Option exercise price
$13.06 per share
Strike price for 1,040,000 employee stock options
Option expiration
April 5, 2036
Expiration date for the granted stock options
Post-transaction common shares
12,913,772 shares
Common stock directly held by CEO after transactions
Key Terms
Restricted Stock Units, Employee Stock Option, tax-withholding disposition, derivative security, +1 more
5 terms
Restricted Stock Units financial
"Each restricted stock unit represents a contingent right to receive one share of RCAT common stock."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Employee Stock Option financial
"Employee Stock Option (right to buy) with an exercise price of 13.0600."
An employee stock option is a promise that lets a worker buy company shares later at a predetermined price, often after they stay for a certain period or meet performance goals — think of it like a coupon that locks in today's price for a future purchase. It matters to investors because options align employees’ incentives with company performance, can increase the number of shares outstanding (dilution) when exercised, and represent a compensation cost that affects reported profits and shareholder value.
tax-withholding disposition financial
"Payment of exercise price or tax liability by delivering securities."
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
derivative security financial
"Exercise or conversion of derivative security."
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
grant/award acquisition financial
"Grant, award, or other acquisition."
FAQ
What insider transactions did RCAT CEO Jeffrey Thompson report on April 6, 2026?
Jeffrey Thompson reported compensation-related equity transactions on April 6, 2026. He exercised 5,295 restricted stock units into common shares, had 1,570 shares withheld for taxes, received 21,182 new RSUs, and was granted 1,040,000 stock options, all as part of his compensation package.
How many Red Cat (RCAT) stock options were granted to the CEO and at what price?
Jeffrey Thompson received 1,040,000 employee stock options with a $13.06 exercise price. According to the disclosure, these options vest in three equal annual installments on December 31, 2026, December 31, 2027, and December 31, 2028, and expire on April 5, 2036.
What are the terms of the restricted stock units granted to the RCAT CEO?
Thompson was granted 21,182 restricted stock units, each equal to one RCAT common share. One-fourth of these RSUs vested on April 6, 2026, with the remaining RSUs scheduled to vest on December 31, 2026, providing staged equity-based compensation over the year.
Why were stock options granted to the RCAT CEO instead of salary and bonus?
The footnotes state the 1,040,000 options were granted as compensation in lieu of a base salary and participation in a traditional annual bonus plan. This structure ties a larger portion of the CEO’s compensation directly to Red Cat’s equity performance.