Somnigroup (SGI) awards EVP 9,015 performance units vesting 2027-2029

Rhea-AI Filing Summary

Somnigroup International Inc. reported that EVP Global Business Strategy David Montgomery received a grant of 9,015 performance restricted stock units at no cash cost. These units can pay out from 0% to 300% of the target based on adjusted EPS, adjusted EBITDA and strategic initiatives results.

The compensation committee set the final payout on February 26, 2026, resulting in the 9,015 performance shares reported. The PRSUs are scheduled to vest in roughly three equal installments on January 4, 2027, 2028 and 2029, and each unit converts into one share of common stock upon settlement.

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

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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^*

MONTGOMERY DAVID

(Last) (First) (Middle)

C/O SOMNIGROUP INTERNATIONAL INC.

100 CRESCENT CT., SUITE 700

(Street)

DALLAS TX 75201

(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)
	EVP Global Business Strategy

3. Date of Earliest Transaction (Month/Day/Year)
02/26/2026

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

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
Performance Restricted Stock Units	$0(1)	02/26/2026		A		9,015		(2)	(2)	Common Stock	9,015	$0	9,015	D

Explanation of Responses:

1. Performance restricted stock units and restricted stock units convert into common stock on a one-for-one basis.

2. On January 3, 2025, the reporting person was granted a target number of performance shares, with the payout from 0 to 300% of target based on the Company's adjusted EPS, adjusted EBITDA and qualitative Strategic Initiatives performance. The Human Resources/Capital and Talent Committee of the Board of Directors determined the payout for each metric on February 26, 2026 resulting in the reported number of performance shares received. The PRSUs vest in approximately three equal installments on January 4, 2027, 2028 and 2029.

Remarks:

	/s/ Bhaskar Rao Attorney-in-Fact	03/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Somnigroup (SGI) report for David Montgomery?

Somnigroup reported that EVP Global Business Strategy David Montgomery received 9,015 performance restricted stock units as a compensation grant, with no cash paid per unit and settlement in common stock if vesting and performance conditions are met over several future years.

How many performance restricted stock units did SGI grant in this Form 4?

The Form 4 shows a grant of 9,015 performance restricted stock units to EVP David Montgomery. These units convert into common stock on a one-for-one basis, subject to performance outcomes and a multi-year vesting schedule extending through January 2029.

What determines the payout of Somnigroup (SGI) performance shares in this award?

The payout on these performance restricted stock units ranges from 0% to 300% of the target, based on Somnigroup’s adjusted EPS, adjusted EBITDA, and qualitative strategic initiatives performance, as determined by the Human Resources/Capital and Talent Committee on February 26, 2026.

When do David Montgomery’s Somnigroup (SGI) PRSUs vest?

The performance restricted stock units granted to David Montgomery vest in approximately three equal installments on January 4, 2027, January 4, 2028, and January 4, 2029, provided the award’s performance and service-based conditions are satisfied through those scheduled vesting dates.

How do Somnigroup (SGI) performance and restricted stock units convert to shares?

Somnigroup’s performance restricted stock units and restricted stock units convert into common stock on a one-for-one basis. Once the applicable performance metrics are certified and the vesting dates are reached, each vested unit becomes one share of Somnigroup common stock.

Did David Montgomery buy Somnigroup (SGI) shares on the open market?

No, this Form 4 reflects a grant or award acquisition of 9,015 performance restricted stock units at a stated price of $0.00 per unit, rather than an open-market purchase or sale of existing Somnigroup common shares by David Montgomery.