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

Rhea-AI Filing Summary

Shopify Inc. (SHOP) Form 144 filing discloses an intended insider sale of Class A Subordinate Voting Shares.

• Seller: Robert Ashe (relationship to issuer not specified).
• Securities to be sold: 33,333 Class A shares.
• Broker: Solium Capital Inc., Calgary.
• Estimated market value: US$4,904,597.62.
• Approximate sale date: 06 Aug 2025 on NASDAQ.

Ownership history shows the same insider sold 2,800 shares on 02 Jun 2025 for US$296,675.40 and 33,333 shares on 17 Jul 2025 for US$4,166,625. The upcoming transaction represents an additional liquidation of roughly US$4.9 million. The filing states the shares derive from the vesting of RSUs and options on 06 Aug 2025.

No adverse undisclosed information is asserted by the filer, per the standard Form 144 representation. While routine for insiders to sell vested equity, consecutive large disposals may raise questions about sentiment and potential share-supply overhang.

Positive

• None.

Negative

• Insider plans to sell 33,333 Class A shares worth ~US$4.9 million, following two recent sales totaling ~US$4.5 million—potentially signaling reduced insider exposure and adding minor supply pressure.

Insights

Securities Analyst

TL;DR: Repeat insider sale—~US$4.9m; neutral-to-slightly negative signal for SHOP supply.

The notice flags Robert Ashe’s plan to unload another 33,333 Class A shares, matching a similar tranche sold in July. Combined Q3 calendar-to-date insider dispositions now exceed 69,000 shares (~US$9.4m). These amounts are immaterial versus 1.22 billion shares outstanding (<0.01%), suggesting no capital-structure impact. However, clustered insider selling can weigh on sentiment, especially ahead of the vesting date. No financial performance data is provided; therefore, impact rests solely on perceived insider confidence. I classify the filing as modestly negative for near-term optics yet not fundamentally impactful.

Corporate Governance Expert

TL;DR: Consecutive Form 144s suggest liquidity management, not governance concern.

Form 144 simply pre-clears sales under Rule 144; the filer affirms no undisclosed material information. The shares stem from equity-compensation vesting—common for executives/non-exec directors. Absence of a 10b5-1 plan date may draw scrutiny, but Rule 144 compliance and public disclosure mitigate governance risk. Overall, the event is routine and carries limited governance implications.

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	33333	4904597.62	1220418767	08/06/2025	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	08/06/2025	Vesting of RSUs and Options	Issuer			33333	08/06/2025	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

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

How many Shopify (SHOP) shares are being sold under this Form 144?

33,333 Class A Subordinate Voting Shares are earmarked for sale.

What is the estimated market value of the proposed insider sale?

The filing cites an aggregate market value of US$4,904,597.62 for the shares.

When is the approximate sale date for these Shopify shares?

The insider indicates an approximate sale date of 06 Aug 2025 on NASDAQ.

Has this insider sold Shopify shares recently?

Yes. Sales of 2,800 shares on 02 Jun 2025 and 33,333 shares on 17 Jul 2025 were reported, totaling ~US$4.5 million.

What is the source of the shares being sold?

They derive from the vesting of RSUs and options on the same 06 Aug 2025 date.

Does the filing indicate undisclosed negative information about Shopify?

No. The filer certifies they possess no material non-public adverse information about Shopify.