[144] Shopify Inc. Class A subordinate voting shares SEC Filing

Rhea-AI Filing Summary

Form 144 notice for Shopify Inc. (SHOP) reports a proposed sale of 100,000 Class A Subordinate Voting Shares through Solium Capital, to be executed on NASDAQ approximately on 08/11/2025 with an aggregate market value of $15,107,000. The filing lists total shares outstanding as 1,220,418,767, providing context for the size of the proposed sale.

The filing shows acquisition details for the securities offered: 88,250 shares acquired on 05/20/2015 and 11,750 shares acquired on 06/17/2025, both from vesting of RSUs and options. The document also discloses recent open-market sales by an identified seller, Robert Ashe, on 06/02/2025 (2,800 shares), 07/17/2025 (33,333 shares) and 08/06/2025 (33,333 shares) with gross proceeds listed. The filer affirms no undisclosed material adverse information and references Rule 10b5-1 where applicable. Certain top-level filer fields (CIK and named filer contact) and a dated signature block are not populated in the provided text.

Positive

• Proposed sale fully disclosed: Form 144 reports the intent to sell 100,000 Class A shares with an aggregate value of $15,107,000.
• Acquisition provenance provided: The filing lists vesting dates and amounts (88,250 on 05/20/2015 and 11,750 on 06/17/2025), supporting the sale basis under Rule 144.

Negative

• Recent insider sales disclosed: The filing shows open-market sales by Robert Ashe on 06/02/2025 (2,800 shares), 07/17/2025 (33,333 shares) and 08/06/2025 (33,333 shares).
• Missing administrative fields in the provided text: top-level filer metadata (CIK/contact) and a dated signature block are not populated in the supplied content.

Insights

Securities Analyst

TL;DR: Routine insider sale notice; disclosure permits transparency but does not alone imply material company change.

The filing documents a proposed sale of 100,000 Class A shares for an aggregate value of $15,107,000 and lists the companys total outstanding shares as 1,220,418,767. It also records recent open-market sales by an identified seller, which markets can view as routine liquidity activity by an insider or related party. The form provides acquisition provenance (vesting of RSUs/options) that supports a Rule 144 sale basis. On its face this is a compliance disclosure; its immediate market impact depends on context not present in this document.

Corporate Governance Expert

TL;DR: Filing meets disclosure format requirements and includes vesting and prior sale details; some administrative fields are blank.

The notice identifies the broker (Solium Capital) and the exchange (NASDAQ) and details the dates and nature of acquisition for the shares to be sold, which strengthens traceability and compliance with Rule 144. The signature/representation language and Rule 10b5-1 mention are present, indicating standard insider representations. However, top-line filer metadata (CIK/contact) and an explicit dated signature are not shown in the provided content, which are administrative omissions that could affect completeness of the public filing record if absent elsewhere.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Class A Subordinate Voting Shares	Solium Capital Inc. Suite 1500 600-3rd Ave., SW Calgary A0 T2P 0G5	100000	15107000	1220418767	08/11/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Class A Subordinate Voting Shares	05/20/2015	Vesting of RSUs and Options	Issuer			88250	08/11/2025	Vesting of RSUs and Options
Class A Subordinate Voting Shares	06/17/2025	Vesting of RSUs and Options	Issuer			11750	08/11/2025	Vesting of RSUs and Options

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Robert Ashe 151 O'Connor St. Ground Floor Ottawa A6 K2P 2L8	Class A Subordinate Voting Shares	06/02/2025	2800	296675.4
Robert Ashe 151 O'Connor St. Ground Floor Ottawa A6 K2P 2L8	Class A Subordinate Voting Shares	07/17/2025	33333	4166625
Robert Ashe 151 O'Connor St. Ground Floor Ottawa A6 K2P 2L8	Class A Subordinate Voting Shares	08/06/2025	33333	4904597.62

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does Shopify (SHOP) Form 144 disclose?

The filing discloses a proposed sale of 100,000 Class A Subordinate Voting Shares through Solium Capital on NASDAQ with an aggregate market value of $15,107,000.

When is the proposed sale of SHOP shares expected to occur?

The filing lists an approximate sale date of 08/11/2025.

Who is listed as the broker and on which exchange will the SHOP shares be sold?

The broker is listed as Solium Capital Inc. and the sale is to occur on NASDAQ.

What acquisition details are provided for the securities to be sold in the SHOP filing?

The filing shows the securities were acquired by vesting of RSUs and options: 88,250 shares on 05/20/2015 and 11,750 shares on 06/17/2025.

What insider sales in the past three months does the SHOP filing report?

The document lists sales by Robert Ashe: 06/02/2025 (2,800 shares, gross proceeds $296,675.40), 07/17/2025 (33,333 shares, gross proceeds $4,166,625), and 08/06/2025 (33,333 shares, gross proceeds $4,904,597.62).

Does the filer make any representations about undisclosed information?

Yes. By signing the notice the person represents they do not know of any material adverse information regarding the issuer that has not been publicly disclosed and references Rule 10b5-1 if a trading plan applies.