Sezzle (SEZL) CEO forfeits shares to cover RSU tax withholding

Q: Was the Sezzle (SEZL) CEO’s Form 4 transaction an open-market sale?

No. The Form 4 shows Youakim’s 6,975-share disposition coded as tax withholding. Footnotes state the shares were forfeited in connection with vesting restricted stock units to satisfy taxes, not sold on the open market for investment or trading purposes.

Q: How many Sezzle (SEZL) shares does Charles Youakim hold after this filing?

After the tax-withholding disposition, Youakim holds 12,325,304 Sezzle shares directly. He also has indirect interests in 947,370 shares via Cerro Gordo LLC and 1,508,454 shares through a 2020 Irrevocable GST Trust, where he may have voting and dispositive power.

Q: How are the Sezzle (SEZL) CEO’s indirect holdings structured in this Form 4?

The filing lists 947,370 shares held indirectly through Cerro Gordo LLC and 1,508,454 shares through the Charles G. Youakim 2020 Irrevocable GST Trust . Footnotes state he may be deemed to have voting and dispositive power over these indirect holdings.

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Sezzle Inc. Executive Chairman and CEO Charles Youakim reported a routine tax-related share disposition tied to vesting restricted stock units. He forfeited 6,975 shares of common stock at $63.70 per share to satisfy withholding tax obligations, rather than selling shares in the open market. After this event, he holds 12,325,304 shares directly, plus indirect holdings of 947,370 shares through Cerro Gordo LLC and 1,508,454 shares through the Charles G. Youakim 2020 Irrevocable GST Trust, over which he may be deemed to have voting and dispositive power.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Youakim Charles

Role Executive Chairman and CEO

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock, par value $0.00001 per share	6,975	$63.70	$444K
holding	Common Stock, par value $0.00001 per share	--	--	--
holding	Common Stock, par value $0.00001 per share	--	--	--

Holdings After Transaction: Common Stock, par value $0.00001 per share — 12,325,304 shares (Direct); Common Stock, par value $0.00001 per share — 947,370 shares (Indirect, Cerro Gordo LLC)

Footnotes (1)

In connection with the vesting of previously awarded restricted stock units, the reporting person forfeited these shares of common stock to satisfy withholding tax obligations. The reporting person may be deemed to have voting and dispositive power over these securities.

Key Figures

Tax-withholding shares: 6,975 shares Tax-withholding price: $63.70 per share Direct holdings after transaction: 12,325,304 shares +3 more

6 metrics

Tax-withholding shares 6,975 shares Shares forfeited to cover RSU withholding taxes

Tax-withholding price $63.70 per share Value used for the 6,975-share tax withholding disposition

Direct holdings after transaction 12,325,304 shares Common stock directly owned by CEO after April 1, 2026

Indirect holdings via Cerro Gordo LLC 947,370 shares Common stock held indirectly through Cerro Gordo LLC

Indirect holdings via 2020 GST Trust 1,508,454 shares Common stock held indirectly via Charles G. Youakim 2020 Irrevocable GST Trust

Tax-withholding transactions 1 transaction Single F-code disposition for tax withholding in this filing

Key Terms

restricted stock units, withholding tax obligations, dispositive power, indirect ownership

4 terms

restricted stock units financial

"In connection with the vesting of previously awarded restricted stock units, the reporting person forfeited"

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.

withholding tax obligations financial

"the reporting person forfeited these shares of common stock to satisfy withholding tax obligations"

dispositive power financial

"The reporting person may be deemed to have voting and dispositive power over these securities"

Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.

indirect ownership financial

"total_shares_following_transaction 947370.0000, direct_or_indirect I, nature_of_ownership Cerro Gordo LLC"

Form 4 Insider Transactions: What Each Field Means →

04/03/2026 - 04:12 PM

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^*

Youakim Charles

(Last)

(First)

(Middle)

700 NICOLLET MALL

SUITE 640

(Street)

MINNEAPOLIS

MINNESOTA

55402

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Sezzle Inc. [ SEZL ]

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

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Executive Chairman and CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, par value $0.00001 per share	04/01/2026		F⁽¹⁾		6,975	D	$63.7	12,325,304	D
Common Stock, par value $0.00001 per share								947,370	I	Cerro Gordo LLC
Common Stock, par value $0.00001 per share								1,508,454	I	By Charles G. Youakim 2020 Irrevocable GST Trust⁽²⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. In connection with the vesting of previously awarded restricted stock units, the reporting person forfeited these shares of common stock to satisfy withholding tax obligations.

2. The reporting person may be deemed to have voting and dispositive power over these securities.

Remarks:

	/s/ Brady Duane Kafka, as Attorney-in-Fact	04/03/2026
	** 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).
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)

Source: View Original Filing on SEC EDGAR

FAQ

What did Sezzle (SEZL) CEO Charles Youakim report in this Form 4?

Charles Youakim reported a tax-related share disposition, forfeiting 6,975 Sezzle shares when restricted stock units vested. The shares were surrendered to cover withholding tax obligations, meaning this was not an open-market sale but a routine compensation-related transaction.

Was the Sezzle (SEZL) CEO’s Form 4 transaction an open-market sale?

No. The Form 4 shows Youakim’s 6,975-share disposition coded as tax withholding. Footnotes state the shares were forfeited in connection with vesting restricted stock units to satisfy taxes, not sold on the open market for investment or trading purposes.

How many Sezzle (SEZL) shares does Charles Youakim hold after this filing?

After the tax-withholding disposition, Youakim holds 12,325,304 Sezzle shares directly. He also has indirect interests in 947,370 shares via Cerro Gordo LLC and 1,508,454 shares through a 2020 Irrevocable GST Trust, where he may have voting and dispositive power.

What does the tax-withholding code F mean in the Sezzle (SEZL) Form 4?

Code F indicates shares were disposed of to pay taxes or exercise costs. In this case, 6,975 shares were forfeited when restricted stock units vested, covering withholding tax obligations rather than representing a discretionary sale by the CEO in the market.

How are the Sezzle (SEZL) CEO’s indirect holdings structured in this Form 4?

The filing lists 947,370 shares held indirectly through Cerro Gordo LLC and 1,508,454 shares through the Charles G. Youakim 2020 Irrevocable GST Trust. Footnotes state he may be deemed to have voting and dispositive power over these indirect holdings.