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RUM CEO Pavlovski Withholds 196K Shares to Cover RSU Tax Liability

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Rumble Inc. insider Christopher Pavlovski reported the vesting of restricted stock units and a related withholding of shares to cover tax obligations. The report shows 196,278 Class A common shares were withheld at an effective price of $7.65 per share, reducing his beneficially owned shares to 385,951. The underlying restricted stock units were originally granted in connection with the de-SPAC transaction and vested in three substantially equal installments, with the final installment occurring on the reported transaction date.

The filing notes that no shares were sold; the transfer was solely for tax withholding associated with RSU vesting. This is a routine insider tax-related transaction that adjusts reported ownership but does not indicate a cash sale of stock by the reporting person.

Positive

  • No open-market sale — the report clarifies that shares were withheld solely for tax withholding and not sold on the market
  • Alignment with compensation plan — the withheld shares arise from RSUs granted at the de-SPAC closing, reflecting planned vesting

Negative

  • Reduced reported ownership — beneficial ownership decreased by 196,278 shares to 385,951, which may modestly lower insider stake
  • Potential dilution/transfer — withholding reduces the number of outstanding shares held by the insider even though it is for taxes

Insights

TL;DR: Insider withheld shares to satisfy taxes on RSU vesting; ownership decreased but no open-market sale occurred.

The transaction represents tax withholding from the vesting of previously granted restricted stock units rather than a discretionary sale. Withholding of 196,278 shares lowered reported beneficial ownership to 385,951, and the reported price of $7.65 reflects the per-share accounting value used for withholding. For investors, this is a non-liquidity event and does not signal active divestment by the reporting person; its direct market impact is likely immaterial absent larger patterns of insider sales.

TL;DR: Routine vesting-related withholding aligns management compensation mechanics with shareholder reporting; no governance red flags.

The filing documents the final installment vesting of RSUs granted at the de-SPAC closing and shows withholding to satisfy tax liabilities. The statement that no shares were sold is important for governance transparency; withholding to meet tax obligations is a standard practice and typically viewed as administrative. There is no indication of unusual timing, accelerated grants, or opportunistic sales in this disclosure.

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
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).
1. Name and Address of Reporting Person*
Pavlovski Christopher

(Last) (First) (Middle)
444 GULF OF MEXICO DR

(Street)
LONGBOAT KEY FL 34228

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Rumble Inc. [ RUM ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
09/16/2025
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
Class A Common Stock, par value $0.0001 per share 09/16/2025 F 196,278(1) D $7.65 385,951 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 the withholding of shares by the Issuer to satisfy tax liability arising from the vesting of restricted stock units, which were originally granted to Mr. Pavlovski on September 16, 2022 in connection with the closing of the de-SPAC transaction. The restricted stock units vest in three substantially equal annual installments, with the third vesting date occurring on September 16, 2025. Mr. Pavlovski did not sell any shares as part of the transaction reported on this Form 4.
/s/ Sergey Milyukov, as Attorney-in-Fact 09/17/2025
** 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).
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.

FAQ

What transaction did RUM reporting person Christopher Pavlovski disclose?

The filing reports withholding of 196,278 Class A shares to satisfy tax liability from the vesting of restricted stock units; no shares were sold.

How many shares does Christopher Pavlovski beneficially own after the transaction?

Following the reported withholding, Mr. Pavlovski beneficially owns 385,951 Class A common shares.

Why were the shares withheld in this Form 4 filing?

The shares were withheld to satisfy tax obligations arising from RSUs that vested; the RSUs were granted in connection with Rumble's de-SPAC transaction.

Was this an open-market sale reported on Form 4 for RUM?

No. The Form 4 explicitly states no shares were sold; the transaction is a withholding for taxes related to vesting.

What price is reported for the withheld shares?

The filing lists a per-share price of $7.65 associated with the withheld shares for tax withholding purposes.
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