STOCK TITAN

Securitize Corp. (SECZ) CEO granted millions of shares and options

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Securitize Corp. executive chairman and CEO Domingo Soriano Carlos Francisco reported a series of share and option awards dated July 1, 2026, mainly reflecting equity received in the company’s mergers with Securitize, Inc. and related earnout arrangements.

He indirectly holds blocks of Common Shares through several Dynasty LLCs, each managed by him with sole voting power, including CD Dynasty LLC and entities for individual family members. The report notes he disclaims beneficial ownership beyond his pecuniary interest. Directly, he reported over 4.8 million Common Shares following grant-type acquisitions.

The filing also shows new stock options covering 1,875,060 Common Shares at a $0.38 exercise price expiring in 2031, and 2,444,773 options at $0.32 expiring in 2034, received in exchange for prior Securitize, Inc. options. As of July 1, 2026, 1,069,586 of these options were vested and exercisable, with 1,375,187 unvested options scheduled to vest quarterly. Certain restricted Common Shares and options are subject to an earnout that depends on the stock’s volume-weighted average price reaching $15.00, $20.00 and $25.00 during specified trading periods through July 1, 2031.

Positive

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Insider Domingo Soriano Carlos Francisco
Role Executive Chairman and CEO
Type Security Shares Price Value
Grant/Award Stock Options (Right to Buy) 2,444,773 $0.00 --
Grant/Award Stock Options (Right to Buy) 1,875,060 $0.00 --
Grant/Award Common Shares 4,884,198 $0.00 --
Grant/Award Common Shares 193,100 $0.00 --
Grant/Award Common Shares 928,519 $0.00 --
Grant/Award Common Shares 92,851 $0.00 --
Grant/Award Common Shares 92,851 $0.00 --
Grant/Award Common Shares 92,851 $0.00 --
Grant/Award Common Shares 92,851 $0.00 --
Holdings After Transaction: Stock Options (Right to Buy) — 2,444,773 shares (Direct, null); Common Shares — 4,884,198 shares (Direct, null); Common Shares — 928,519 shares (Indirect, CD Dynasty LLC)
Footnotes (1)
  1. Represents common shares of Securitize Corp. ("Issuer", and such shares, "Common Shares") received in exchange for shares of common stock of Securitize, Inc. ("Securitize", and such shares, "Securitize Common Shares") in connection with the mergers (the "Mergers") contemplated by that certain business combination agreement, dated as of October 27, 2025, by and between Issuer, Securitize, Cantor Equity Partners II, Inc. and certain other parties thereto (the "Business Combination Agreement"). On July 1, 2026, Issuer changed its name to Securitize Corp. from Securitize Holdings, Inc. The Mergers were consummated on July 1, 2026. The number reported also includes 208,986 restricted Common Shares that may become earned and delivered pursuant to the earnout provided for in the Business Combination Agreement (the "Earnout Shares"). The Earnout Shares will generally be earned one-third on the date that the 20-day volume-weighted average price per Common Share attains $15.00, $20.00 and $25.00 over a 30-trading day period during the period beginning 90-days after the closing of the Mergers and ending on July 1, 2031 (the "Earnout"). Represents Earnout Shares that may become earned and delivered pursuant to the Earnout in respect of the reporting person's options to acquire shares of Securitize Common Stock held immediately prior to the Mergers. The investment manager of CD Dynasty LLC is the reporting person and the administrative manager of CD Dynasty LLC is Luis Duran. The reporting person has sole voting power with respect to the Common Shares held by CD Dynasty LLC. The number reported also includes 39,728 Earnout Shares that may become earned and delivered pursuant to the Earnout. The investment manager of OD Dynasty LLC is the reporting person and the administrative manager of OD Dynasty LLC is Luis Duran. The reporting person has sole voting power with respect to the Common Shares held by OD Dynasty LLC. The number reported also includes 3,972 Earnout Shares that may become earned and delivered pursuant to the Earnout. The investment manager of MD Dynasty LLC is the reporting person and the administrative manager of MD Dynasty LLC is Luis Duran. The reporting person has sole voting power with respect to the Common Shares held by MD Dynasty LLC. The number reported also includes 3,972 Earnout Shares that may become earned and delivered pursuant to the Earnout. The investment manager of AD Dynasty LLC is the reporting person and the administrative manager of AD Dynasty LLC is Luis Duran. The reporting person has sole voting power with respect to the Common Shares held by AD Dynasty LLC. The number reported also includes 3,972 Earnout Shares that may become earned and delivered pursuant to the Earnout. The investment manager of Domingo Dynasty LLC is the reporting person and the administrative manager of Domingo Dynasty LLC is Luis Duran. The reporting person has sole voting power with respect to the Common Shares held by Domingo Dynasty LLC. The number reported also includes 3,972 Earnout Shares that may become earned and delivered pursuant to the Earnout. Represents options to acquire Common Shares received by the reporting person in exchange for options to acquire shares of Securitize Common Stock in connection with the Mergers. As of July 1, 2026, 1,069,586 options were vested and exercisable, with 1,375,187 of these options remaining unvested. These unvested options will vest as to 152,798 Common Shares each quarter. Represents options to acquire Common Shares received by the reporting person in exchange for options to acquire shares of Securitize Common Stock in connection with the Mergers. These options were fully vested as of July 1, 2026. The reporting person disclaims beneficial ownership of these shares except as to the extent of his pecuniary interest.
Direct common shares 4,884,198 shares Directly held Common Shares following grant/award acquisition
Additional direct common shares 193,100 shares Common Shares reported with 5,077,298 total following transaction
CD Dynasty LLC common shares 928,519 shares Indirect Common Shares held via CD Dynasty LLC after acquisition
Dynasty LLC block example 92,851 shares Common Shares per Dynasty LLC entity such as Domingo Dynasty LLC
Stock options at $0.38 1,875,060 options Options to buy Common Shares at $0.38, expiring 2031-09-29
Stock options at $0.32 2,444,773 options Options to buy Common Shares at $0.32, expiring 2034-08-31
Vested options 1,069,586 options Options vested and exercisable as of July 1, 2026
Unvested options 1,375,187 options Unvested options vesting 152,798 Common Shares each quarter
Business Combination Agreement financial
"contemplated by that certain business combination agreement, dated as of October 27, 2025"
A business combination agreement is a detailed contract that lays out the terms for two companies to join together—covering price, how ownership will be split, the steps needed to close the deal, and what each side promises to do or avoid before closing. For investors it matters because the agreement determines potential changes in value, control, timing, and risk exposure—think of it like the playbook for a merger that shows who wins, who pays, and what could still derail the plan.
Earnout Shares financial
"The number reported also includes 208,986 restricted Common Shares that may become earned and delivered pursuant to the earnout"
Earnout shares are company stock promised to sellers as part of an acquisition that only becomes payable if the acquired business hits agreed future performance targets, like revenue or profit goals. They matter to investors because they can increase the number of shares outstanding (dilution), tie seller incentives to future success, and create uncertainty about the actual cost of the deal and future ownership unless the performance conditions are clearly understood.
Earnout financial
"The Earnout Shares will generally be earned one-third on the date that the 20-day volume-weighted average price per Common Share attains $15.00, $20.00 and $25.00"
An earnout is a financial agreement in which part of the purchase price for a business is paid later, based on the company's future performance. It acts like a bonus system, where sellers earn extra money if the business hits certain goals, aligning their interests with the buyer’s success. Investors pay attention to earnouts because they influence the total deal value and can affect the company's future financial health.
volume-weighted average price financial
"the 20-day volume-weighted average price per Common Share attains $15.00, $20.00 and $25.00"
Volume-weighted average price (VWAP) is the average price of a stock over a specific time period where each trade is weighted by the number of shares traded, so larger trades influence the average more than small ones. Investors and traders use VWAP as a reference point to judge whether trades are happening at relatively good or poor prices—like checking the average price paid for an item at a market where bulk purchases count more than single-item buys.
Stock Options (Right to Buy financial
"Stock Options (Right to Buy) received by the reporting person in exchange for options to acquire shares of Securitize Common Stock"
restricted Common Shares financial
"includes 208,986 restricted Common Shares that may become earned and delivered pursuant to the earnout"
Restricted common shares are company stock that cannot be freely sold or transferred until certain conditions are met, such as time-based vesting, performance targets, or regulatory clearance. For investors, they matter because they reduce the number of shares available to trade today but can increase supply later, affecting share price, liquidity and potential dilution — like a stash of coupons that can't be used until a future date.
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FAQ

What did the SECZ Form 4 report for Securitize Corp.’s CEO?

The Form 4 shows Securitize Corp. CEO Domingo Soriano received large blocks of Common Shares and stock options on July 1, 2026. These mainly reflect equity exchanged in mergers with Securitize, Inc. plus additional grant-type awards tied to an earnout structure.

How many Securitize Corp. common shares were granted to the CEO on this Form 4?

The CEO reported direct ownership of more than 4.8 million Common Shares after grant-type acquisitions. He also reported additional Common Shares held indirectly through several Dynasty LLCs, where he serves as investment manager and holds sole voting power over the reported shares.

What stock options did the Securitize Corp. (SECZ) CEO receive?

He reported 1,875,060 stock options with a $0.38 exercise price expiring in 2031 and 2,444,773 options at $0.32 expiring in 2034. These options were received in exchange for prior Securitize, Inc. options as part of the completed mergers.

How many of the CEO’s Securitize Corp. options are vested as of July 1, 2026?

As of July 1, 2026, 1,069,586 options to acquire Securitize Corp. Common Shares were vested and exercisable. An additional 1,375,187 unvested options remain, scheduled to vest in quarterly installments of 152,798 Common Shares each quarter going forward.

What is the earnout structure mentioned in the Securitize Corp. Form 4?

The earnout covers restricted Common Shares and related Earnout Shares that may be delivered if price targets are met. One-third tranches are generally earned when the 20-day volume-weighted average price hits $15, $20 and $25 over 30-trading-day periods through July 1, 2031.

How are Dynasty LLC holdings treated in the Securitize Corp. (SECZ) Form 4?

Common Shares are held through entities such as CD, OD, MD, AD and Domingo Dynasty LLCs, where the CEO is investment manager with sole voting power. The filing notes he disclaims beneficial ownership of these shares except to the extent of his pecuniary interest.
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*
Domingo Soriano Carlos Francisco

(Last)(First)(Middle)
78 SW 7TH STREET, SUITE 500

(Street)
MIAMI FLORIDA 33130

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Securitize Corp. [ SECZ ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Executive Chairman and CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026
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 Shares07/01/2026A4,884,198(1)(2)A(1)(2)4,884,198D
Common Shares07/01/2026A193,100(3)A(3)5,077,298D
Common Shares07/01/2026A928,519(1)(4)A(1)928,519ICD Dynasty LLC(4)(11)
Common Shares07/01/2026A92,851(1)(5)A(1)92,851IOD Dynasty LLC(5)(11)
Common Shares07/01/2026A92,851(1)(6)A(1)92,851IMD Dynasty LLC(6)(11)
Common Shares07/01/2026A92,851(1)(7)A(1)92,851IAD Dynasty LLC(7)(11)
Common Shares07/01/2026A92,851(1)(8)A(1)92,851IDomingo Dynasty LLC(8)(11)
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
Stock Options (Right to Buy)$0.3207/01/2026A2,444,773(9) (9)08/31/2034Common Shares2,444,773(9)2,444,773D
Stock Options (Right to Buy)$0.3807/01/2026A1,875,060(10) (10)09/29/2031Common Shares1,875,060(10)1,875,060D
Explanation of Responses:
1. Represents common shares of Securitize Corp. ("Issuer", and such shares, "Common Shares") received in exchange for shares of common stock of Securitize, Inc. ("Securitize", and such shares, "Securitize Common Shares") in connection with the mergers (the "Mergers") contemplated by that certain business combination agreement, dated as of October 27, 2025, by and between Issuer, Securitize, Cantor Equity Partners II, Inc. and certain other parties thereto (the "Business Combination Agreement"). On July 1, 2026, Issuer changed its name to Securitize Corp. from Securitize Holdings, Inc.
2. The Mergers were consummated on July 1, 2026. The number reported also includes 208,986 restricted Common Shares that may become earned and delivered pursuant to the earnout provided for in the Business Combination Agreement (the "Earnout Shares"). The Earnout Shares will generally be earned one-third on the date that the 20-day volume-weighted average price per Common Share attains $15.00, $20.00 and $25.00 over a 30-trading day period during the period beginning 90-days after the closing of the Mergers and ending on July 1, 2031 (the "Earnout").
3. Represents Earnout Shares that may become earned and delivered pursuant to the Earnout in respect of the reporting person's options to acquire shares of Securitize Common Stock held immediately prior to the Mergers.
4. The investment manager of CD Dynasty LLC is the reporting person and the administrative manager of CD Dynasty LLC is Luis Duran. The reporting person has sole voting power with respect to the Common Shares held by CD Dynasty LLC. The number reported also includes 39,728 Earnout Shares that may become earned and delivered pursuant to the Earnout.
5. The investment manager of OD Dynasty LLC is the reporting person and the administrative manager of OD Dynasty LLC is Luis Duran. The reporting person has sole voting power with respect to the Common Shares held by OD Dynasty LLC. The number reported also includes 3,972 Earnout Shares that may become earned and delivered pursuant to the Earnout.
6. The investment manager of MD Dynasty LLC is the reporting person and the administrative manager of MD Dynasty LLC is Luis Duran. The reporting person has sole voting power with respect to the Common Shares held by MD Dynasty LLC. The number reported also includes 3,972 Earnout Shares that may become earned and delivered pursuant to the Earnout.
7. The investment manager of AD Dynasty LLC is the reporting person and the administrative manager of AD Dynasty LLC is Luis Duran. The reporting person has sole voting power with respect to the Common Shares held by AD Dynasty LLC. The number reported also includes 3,972 Earnout Shares that may become earned and delivered pursuant to the Earnout.
8. The investment manager of Domingo Dynasty LLC is the reporting person and the administrative manager of Domingo Dynasty LLC is Luis Duran. The reporting person has sole voting power with respect to the Common Shares held by Domingo Dynasty LLC. The number reported also includes 3,972 Earnout Shares that may become earned and delivered pursuant to the Earnout.
9. Represents options to acquire Common Shares received by the reporting person in exchange for options to acquire shares of Securitize Common Stock in connection with the Mergers. As of July 1, 2026, 1,069,586 options were vested and exercisable, with 1,375,187 of these options remaining unvested. These unvested options will vest as to 152,798 Common Shares each quarter.
10. Represents options to acquire Common Shares received by the reporting person in exchange for options to acquire shares of Securitize Common Stock in connection with the Mergers. These options were fully vested as of July 1, 2026.
11. The reporting person disclaims beneficial ownership of these shares except as to the extent of his pecuniary interest.
Remarks:
Exhibit 24 - Power of Attorney
/s/ Jerome Roche, attorney-in-fact for Carlos Domingo07/06/2026
** 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)