[Form 4] Ryvyl Inc. Insider Trading Activity

Rhea-AI Filing Summary

Ryvyl Inc. (RVYL) insider George Oliva, the company's Chief Financial Officer, reported a transaction on 08/18/2025 involving common stock. The filing shows withholding of 8,111 shares of common stock at a price of $0.32 per share to satisfy tax liabilities tied to the vesting of restricted stock units awarded on April 8, 2025. After this withholding, the reporting person beneficially owned 246,822 shares. The Form 4 was signed by an attorney-in-fact, Jasmine Farrington, on 08/27/2025. The filing is limited to a tax-withholding disposal related to RSU vesting and does not disclose any purchases, option exercises, or other types of transactions.

Positive

• Continued ownership: Reporting person retains 246,822 shares, maintaining alignment with shareholders
• Routine, non-speculative transaction: Disposal was a tax-withholding related to RSU vesting rather than an open-market sale
• Timely disclosure: Form 4 filed and signed by attorney-in-fact within a standard reporting period

Negative

• Reduction in outstanding shares held: 8,111 shares were withheld, slightly decreasing insider holdings
• Price disclosure limited: Only the withholding price of $0.32 is shown; no market-sale context provided

Insights

Financial Analyst

TL;DR: Transaction is a routine tax-withholding sale tied to RSU vesting and does not indicate active selling for liquidity.

The filing documents a withholding of 8,111 shares at $0.32 to cover taxes from RSUs that vested on April 8, 2025. This is commonly executed by companies to satisfy payroll tax obligations and typically does not reflect a voluntary open-market sale by the insider. The post-transaction beneficial ownership of 246,822 shares shows continued equity ownership by the CFO, preserving alignment with shareholder interests. There is no evidence in this Form 4 of additional dispositions, option exercises, or liquidity-driven transactions.

Corporate Governance Expert

TL;DR: Routine retention behavior via RSU mechanics; disclosure complies with Section 16 reporting.

The disclosure is straightforward: shares were withheld to satisfy tax liabilities from vested RSUs, a standard administrative action. The report was filed promptly and signed by an attorney-in-fact, indicating proper procedural handling. Because the transaction is explicitly described as tax-related withholding, it does not raise immediate governance concerns such as opportunistic insider selling or unexplained transfers. No additional related-party or indirect ownership notes are provided.

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).

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^*

Oliva George

(Last) (First) (Middle)

3131 CAMINO DEL RIO NORTH

SUITE 1400

(Street)

SAN DIEGO CA 92108

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
RYVYL Inc. [ RVYL ]

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)
08/18/2025

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
Common Stock par value $0.001(1)	08/18/2025		F		8,111	D	$0.32	246,822	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 withholding of shares of common stock for the tax liability associated with the vesting of a portion of the restricted stock units awarded on April 8, 2025.

	/s/ Jasmine Farrington, Attorney-in-fact	08/27/2025
	** 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 RVYL CFO George Oliva report on Form 4?

The Form 4 reports withholding of 8,111 shares of common stock at $0.32 per share to satisfy tax liabilities from RSUs that vested on April 8, 2025.

How many RVYL shares does the reporting person own after the transaction?

After the tax-withholding, the reporting person beneficially owned 246,822 shares.

When was the transaction and when was the Form 4 signed?

The transaction date is 08/18/2025 and the Form 4 was signed by an attorney-in-fact on 08/27/2025.

Was this an open-market sale or a tax withholding?

This was a tax-withholding related to RSU vesting, not described as an open-market sale or voluntary disposition.

Does the Form 4 show any option exercises or derivative transactions for RVYL?

No. The filing only discloses a non-derivative withholding of common stock tied to RSU vesting and contains no derivative or option activity.