SGI CEO gifts 326,000 shares; holds 4,011,128 post-transaction

Somnigroup International Inc. (SGI) insider filing: The company’s CEO & President, who also serves as a Director, reported a charitable gift of common stock.

Accepted by SEC EDGAR 11/12/2025 - 04:01 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Somnigroup International Inc. (SGI) insider filing: The company’s CEO & President, who also serves as a Director, reported a charitable gift of common stock. On 11/10/2025, the reporting person transferred 326,000 shares of common stock, coded “G” for gift, at a price of $0.

Following this transaction, the reporting person beneficially owns 4,011,128 shares directly. The explanation states the shares were gifted to a charitable foundation and the reporting person no longer has beneficial ownership of those gifted shares.

Insider Trade Summary

326,000 shares gifted

Gift 1 txn

Insider THOMPSON SCOTT L

Role CEO & PRESIDENT

Type	Security	Shares	Price	Value
Gift	Common Stock	326,000	$0.00	$0.00

Holdings After Transaction: Common Stock — 4,011,128 shares (Direct)

Footnotes (1)

1. F1. The reporting person gifted the shares to a charitable foundation. The reporting person no longer has beneficial ownership of such shares as he has no beneficial ownership interest in the charitable foundation.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did SGI’s insider report on Form 4?

A charitable gift of 326,000 shares of SGI common stock, coded “G” for gift.

When did the SGI insider transaction occur?

The transaction date was 11/10/2025.

How many SGI shares does the reporting person hold after the gift?

Beneficial ownership is 4,011,128 shares (direct) after the reported transaction.

What does transaction code “G” indicate on a Form 4?

Code “G” indicates a gift of securities.

Who is the SGI insider tied to this filing?

The filing identifies the role as CEO & President and Director; the signature is by an Attorney-in-Fact.

Was any price paid for the gifted SGI shares?

No. The gift was reported at a price of $0 per share.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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^*

THOMPSON SCOTT L

(Last) (First) (Middle)

C/O SOMNIGROUP INTERNATIONAL INC.

1000 TEMPUR WAY

(Street)

LEXINGTON KY 40511

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SOMNIGROUP INTERNATIONAL INC. [ SGI ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO & PRESIDENT

3. Date of Earliest Transaction (Month/Day/Year)
11/10/2025

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	11/10/2025		G(1)		326,000	D	$0	4,011,128	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. The reporting person gifted the shares to a charitable foundation. The reporting person no longer has beneficial ownership of such shares as he has no beneficial ownership interest in the charitable foundation.

Remarks:

	/s/ Bhaskar Rao Attorney-in-Fact	11/12/2025
	** 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.