Director at Somnigroup (SGI) granted 2,657 restricted stock units

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Gates Cathy R. reported acquisition or exercise transactions in this Form 4 filing.

Somnigroup International Inc. director Cathy R. Gates received an equity award of 2,657 restricted stock units, each representing one share of common stock. The grant was made at no cash cost to her. These restricted stock units vest in full on the first anniversary of the grant date.

Following this award, Gates directly holds 41,232 shares of Somnigroup common stock. This filing reflects routine stock-based compensation rather than an open-market purchase or sale.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Gates Cathy R.

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	2,657	$0.00	--

Holdings After Transaction: Common Stock — 41,232 shares (Direct, null)

Footnotes (1)

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Key Figures

Restricted stock units granted: 2,657 units Price per share for grant: $0.0000 per share Shares held after transaction: 41,232 shares +1 more

4 metrics

Restricted stock units granted 2,657 units Equity award to director Cathy R. Gates

Price per share for grant $0.0000 per share Compensation award, no cash paid by director

Shares held after transaction 41,232 shares Total direct holdings following the grant

Vesting schedule 1-year full vesting Restricted stock units vest on first anniversary of grant date

Key Terms

restricted stock unit, vest, Common Stock

3 terms

restricted stock unit financial

"Each restricted stock unit represents the right to receive one share of common stock of the issuer as described in the next sentence."

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

vest financial

"The restricted stock units vest in full on the first year anniversary of the grant date."

A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.

Common Stock financial

"Each restricted stock unit represents the right to receive one share of common stock of the issuer as described in the next sentence."

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

Form 4 Insider Transactions: What Each Field Means →

05/15/2026 - 04:25 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^*

Gates Cathy R.

(Last)

(First)

(Middle)

C/O SOMNIGROUP INTERNATIONAL INC.

100 CRESCENT CT., SUITE 700

(Street)

DALLAS

TEXAS

75201

(City)

(State)

(Zip)

UNITED STATES

(Country)

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
	Officer (give title below)	Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/13/2026

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	05/13/2026		A		2,657⁽¹⁾	A	$0	41,232	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)
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. Each restricted stock unit represents the right to receive one share of common stock of the issuer as described in the next sentence. The restricted stock units vest in full on the first year anniversary of the grant date.

Remarks:

	/s/ Bhaskar Rao Attorney-in-Fact	05/15/2026
	** 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 Somnigroup (SGI) director Cathy R. Gates report in this Form 4?

Cathy R. Gates reported receiving 2,657 restricted stock units in Somnigroup common stock. The award was granted at no cash cost and is structured as equity compensation that vests in the future rather than an open-market stock purchase or sale.

How many Somnigroup (SGI) shares does Cathy R. Gates hold after this grant?

After the award, Cathy R. Gates holds 41,232 shares of Somnigroup common stock. This total reflects her direct ownership following the grant of 2,657 restricted stock units reported in the Form 4 insider transaction filing.

What are the key terms of the restricted stock units granted to Somnigroup (SGI) director?

Each restricted stock unit represents one share of Somnigroup common stock. The units vest in full on the first anniversary of the grant date, meaning the director must remain eligible through that date to receive the underlying shares outright.

Did Cathy R. Gates buy or sell Somnigroup (SGI) shares on the market in this Form 4?

No, this Form 4 shows a grant of 2,657 restricted stock units as compensation, not an open-market trade. The transaction code is “A” for award, and the price per share is listed as 0.0000, indicating no purchase or sale occurred.

When do the Somnigroup (SGI) restricted stock units reported by Cathy R. Gates vest?

The restricted stock units vest in full on the first anniversary of the grant date. Once vested, each unit converts into one share of Somnigroup common stock, increasing the director’s freely owned share count, assuming continued eligibility through that date.