SomniGroup (SGI) CEO reports Form 4 stock gift of 2,750 shares

Rhea-AI Filing Summary

SomniGroup International Inc. executive reports charitable stock gift

The President and CEO of SomniGroup International Inc. (SGI) reported a gift of 2,750 shares of common stock on 12/09/2025, coded as a charitable gift transaction. The shares were transferred to a charitable foundation, and the executive no longer has beneficial ownership of those specific shares.

Following this transaction, the reporting person holds 272,541 SGI common shares directly and 22,400 shares indirectly through a family limited liability company. This filing is a standard disclosure of insider share movements and reflects a personal charitable transfer rather than an open-market trade.

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

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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^*

Rusing Steven H

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President & CEO Mattress Firm

3. Date of Earliest Transaction (Month/Day/Year)
12/09/2025

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	12/09/2025		G(1)		2,750	D	$0	272,541	D
Common Stock								22,400	I	Family limited liability company

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	12/10/2025
	** 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 insider transaction did SomniGroup International (SGI) report?

The President and CEO of SomniGroup International Inc. reported gifting 2,750 shares of SGI common stock to a charitable foundation on 12/09/2025.

How many SomniGroup International (SGI) shares does the executive own after the transaction?

After the gift, the executive beneficially owns 272,541 SGI common shares directly and 22,400 shares indirectly through a family limited liability company.

What does the transaction code G mean in the SGI Form 4?

Transaction code G indicates a gift of securities, which in this case reflects the transfer of 2,750 SGI shares to a charitable foundation.

Does the SomniGroup (SGI) executive still own the gifted shares?

No. The filing states that the reporting person no longer has beneficial ownership of the 2,750 gifted shares because he has no beneficial ownership interest in the charitable foundation.

Was the SomniGroup (SGI) Form 4 filed by one or multiple reporting persons?

The Form 4 was filed by one reporting person, who serves as President and CEO of SomniGroup International Inc.