Shopify insider files Rule 144 to sell 400 RSU shares on NASDAQ

Rhea-AI Filing Summary

Form 144 filing for Shopify Inc. (SHOP) reports a proposed sale of 400 Class A subordinate voting shares on NASDAQ with an aggregate market value of $57,847.32. The filing shows these shares were acquired on 09/09/2025 through the vesting of restricted stock units (RSUs) and are being offered for sale the same day. The filer previously sold 407 shares on 06/09/2025 for $44,470.12. Outstanding shares are listed as 1,220,418,767, indicating the transaction represents an immaterial fraction of total shares. The notice includes the required representation that the seller is not aware of undisclosed material adverse information about the issuer.

Positive

• Regulatory compliance: Filing properly discloses proposed sale under Rule 144 and includes seller representation about material information.
• Transaction transparency: Source of shares is disclosed as RSU vesting with acquisition and sale dates the same day.

Negative

• None.

Insights

Securities Analyst

TL;DR: Routine insider filing for RSU vesting and small proposed sale; immaterial to market capitalization.

This Form 144 documents a planned sale of 400 Class A subordinate voting shares arising from RSU vesting, with an aggregate market value of $57,847.32, to be executed on NASDAQ. Given the issuer's outstanding share count of 1,220,418,767, the size of the proposed sale is negligible relative to outstanding equity and unlikely to affect liquidity or valuation. Prior recent sale of 407 shares for $44,470.12 suggests routine disposition of vested shares rather than a significant change in insider sentiment. Filing meets disclosure requirements under Rule 144.

Corporate Governance Expert

TL;DR: Compliance-focused disclosure of insider sale tied to RSU vesting; no governance red flags visible.

The notice indicates securities were acquired via RSU vesting on the same date as the proposed sale and includes the standard seller certification regarding material nonpublic information. There is no indication of an expedited or irregular sale, no mention of a trading plan date, and the transaction sizes are small. From a governance perspective, the filing demonstrates basic adherence to Rule 144 procedures without raising material concerns.

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 Avenue SW Calgary A0 T2P 0G5	400	57847.32	1220418767	09/09/2025	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	09/09/2025	Vesting of RSUs	Issuer			785	09/09/2025	Vesting of RSUs

* 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
Tobyn Shannan 151 O'Connor St. Ground Floor Ottawa A6 K2P 2L8	Class A Subordinate Voting Shares	06/09/2025	407	44470.12

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 the SHOP Form 144 report?

The filing reports a proposed sale of 400 Class A subordinate voting shares on NASDAQ with an aggregate market value of $57,847.32.

Why were the shares in the SHOP filing acquired?

The shares were acquired through vesting of RSUs on 09/09/2025 and the proposed sale is dated the same day.

How many SHOP shares are outstanding according to the filing?

1,220,418,767 shares outstanding are listed in the filing.

Has the filer sold SHOP shares recently?

Yes. The filing discloses a sale of 407 shares on 06/09/2025 for $44,470.12.

Is the proposed SHOP sale material to investors?

No. 400 shares is an immaterial amount relative to 1,220,418,767 outstanding shares.