SHOP Form 144: Insider Plans to Sell 1,200 Class A Shares on 10/06/2025

Rhea-AI Filing Summary

Shopify Inc. filed a Form 144 notifying a proposed sale of 1,200 Class A shares through Morgan Stanley Smith Barney LLC with an aggregate market value of $193,368. The filing lists total Class A shares outstanding as 1,220,418,767, so the proposed sale represents approximately 0.0001% of outstanding shares. The proposed sale date is 10/06/2025 and payment for the acquired shares was by cash on the same date.

The filer previously sold three separate blocks of 1,200 Class A shares each under 10b5-1 arrangements on 09/05/2025, 08/05/2025, and 07/07/2025, generating gross proceeds of $175,740, $149,700, and $139,512 respectively. The notice includes the standard representation that the seller is not aware of undisclosed material adverse information.

Positive

• Transparent disclosure of proposed sale via Form 144
• Use of 10b5-1 plans for prior sales indicates preplanned trading and reduced signaling
• Sale size is tiny at ~0.0001% of outstanding shares, limiting market impact

Negative

• Insider selling of exercised options increases share supply to market
• No plan adoption date is shown in the remarks, leaving timing of 10b5-1 arrangements unclear

Insights

Insider Transactions Analyst

Small, routine insider sale consistent with option exercise and 10b5-1 trading.

The filing shows an exercise of stock options on 10/06/2025 with immediate cash payment and a proposed sale of 1,200 Class A shares for $193,368. The size is negligible versus the 1.22B shares outstanding, so the direct market impact is minimal.

Repetition of prior 10b5-1 sales in 07/07/2025, 08/05/2025, and 09/05/2025 suggests an ongoing, preplanned liquidation approach. Watch for any disclosure of plan adoption dates or additional filings that would change the pace or size of insider dispositions over the next few months.

Market Microstructure Specialist

Trade size and timing imply negligible liquidity and price pressure risk.

A block of 1,200 shares (market value $193,368) is vanishingly small relative to reported outstanding shares, so single transactions are unlikely to move the market. Use of a broker and 10b5-1 sales in prior months further reduces execution risk and signaling.

If similar single-block sales continue at a materially higher cadence or larger sizes, monitoring daily trading volumes versus insider sale volumes over the coming quarter would be prudent to reassess impact.

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	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	1200	193368.00	1220418767	10/06/2025	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	10/06/2025	Exercise of Stock Options	Issuer			1200	10/06/2025	Cash

* 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
10b5-1 Sales for GAIL GOODMAN 151 O'Connor Street, Ground Floor Ottawa A6 K2P 2L8	Class A	09/05/2025	1200	175740.00
10b5-1 Sales for GAIL GOODMAN 151 O'Connor Street, Ground Floor Ottawa A6 K2P 2L8	Class A	08/05/2025	1200	149700.00
10b5-1 Sales for GAIL GOODMAN 151 O'Connor Street, Ground Floor Ottawa A6 K2P 2L8	Class A	07/07/2025	1200	139512.00

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

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's (SHOP) Form 144 report?

It reports a proposed sale of 1,200 Class A shares with aggregate market value $193,368, proposed for 10/06/2025.

How large is the proposed sale relative to Shopify's shares outstanding?

The sale is 1,200 shares versus 1,220,418,767 outstanding, about 0.0001% of the float.

Were there recent insider sales by the same person?

Yes. Three prior 10b5-1 sales of 1,200 shares each on 07/07/2025, 08/05/2025, and 09/05/2025 with gross proceeds of $139,512, $149,700, and $175,740 respectively.

What was the acquisition method for the shares being sold?

The shares were acquired by exercise of stock options on 10/06/2025 and paid in cash.

Does the filing state any undisclosed material information?

The signer represents they do not know any material adverse information that has not been publicly disclosed.