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Sony Group (NYSE: SONY) executive covers RSU taxes with share sale

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Sony Group Corp executive Ravi Ahuja, Business CEO in charge of Pictures Business, reported RSU vesting and related share sales. On August 3, 2026, 27,447 restricted stock units converted into the same number of common shares. On August 4, 2026, 15,580 shares were sold at $22.71 per share solely to cover tax withholding obligations, with the sale effected by Sony under its RSU rules and described as non-discretionary for Ahuja. The underlying July 25, 2024 RSU award originally covered 80,000 units, later adjusted to 81,564 after a partial spin-off of Sony Financial Group Inc., and is scheduled to vest in three equal installments in 2025, 2026 and 2027. The report uses a currency conversion rate of USD $0.00636 for each JPY 1.00.

Positive

  • None.

Negative

  • None.
Insider Ahuja Ravi
Role See Remarks
Sold 15,580 shs ($354K)
Approx. gross sale proceeds $354K
Type Security Shares Price Value
Sale Common Stock F2, F3 15,580 $22.71 $354K
Exercise Restricted Stock Units F1, F4 27,447 $0.00 $0.00
Exercise Common Stock F1 27,447 -- --
Holdings After Transaction: Restricted Stock Units — 27,452 shares (Direct); Common Stock — 22,096 shares (Direct)
Footnotes (4)
  1. F1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of SONY common stock.
  2. F2. 15,580 shares of SONY common stock were sold upon the vesting of an RSU award granted to the reporting person in July 2024, solely to satisfy tax withholding obligations incurred upon vesting. The sale was effected by the issuer in accordance with the terms of the issuer's internal rules related to RSUs and non-discretionary on the part of the reporting person.
  3. F3. For purposes of this Form 4, a conversion rate of USD $0.00636 for each JPY 1.00 was used.
  4. F4. On July 25, 2024, the reporting person was granted 80,000 RSUs, which have vested or will vest in three equal amounts on each of August 1, 2025, August 3, 2026 and August 2, 2027. The grant is subject to forfeiture and accelerated vesting in accordance with its terms. In connection with the issuer's partial spin-off of Sony Financial Group Inc. on October 1, 2025, the reporting person's outstanding RSU award was adjusted to preserve the pre-spin-off intrinsic value of the award and the number of RSUs subject to the award was increased from 80,000 to 81,564.
Shares sold 15,580 shares of Common Stock Sold on August 4, 2026 to satisfy tax withholding obligations
Sale price $22.71 per share Average price for the 15,580-share sale on August 4, 2026
RSUs converted to shares 27,447 restricted stock units Converted into 27,447 shares of Sony common stock on August 3, 2026
RSU award size (original) 80,000 RSUs Granted to the reporting person on July 25, 2024
RSU award size (post adjustment) 81,564 RSUs Adjusted after Sony Financial Group Inc. partial spin-off on October 1, 2025
Currency conversion rate USD $0.00636 per JPY 1.00 Exchange rate used for figures in the report
RSUs remaining after transaction 27,452 RSUs Reported total RSUs following the August 3, 2026 conversion transaction
Restricted Stock Units financial
"Each restricted stock unit ("RSU") represents a contingent right to receive one share"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
tax withholding obligations financial
"sold upon the vesting of an RSU award ... solely to satisfy tax withholding obligations"
non-discretionary financial
"The sale was effected by the issuer ... and non-discretionary on the part of the reporting person"
partial spin-off financial
"In connection with the issuer's partial spin-off of Sony Financial Group Inc."
intrinsic value financial
"adjusted to preserve the pre-spin-off intrinsic value of the award"
Intrinsic value is the true or actual worth of an asset based on its fundamental qualities, such as its income-generating ability or underlying assets, rather than its current market price. It helps investors determine whether an asset is overvalued or undervalued by comparing its real worth to its market value, much like estimating the true value of a used car beyond its sticker price based on its condition and history.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

FAQ

What insider transactions did Sony (SONY) report for executive Ravi Ahuja?
Sony reported that Ravi Ahuja’s RSUs vested into 27,447 shares of common stock on August 3, 2026, followed by a sale of 15,580 shares on August 4, 2026, tied to tax withholding obligations arising from that vesting event.

How many Sony (SONY) shares did Ravi Ahuja sell and at what price?
Ravi Ahuja sold 15,580 shares of Sony common stock at an average price of $22.71 per share on August 4, 2026. The transaction is described as a sale to meet tax withholding obligations on a recently vested RSU award.

Why were Sony (SONY) shares sold in Ravi Ahuja’s recent Form 4 report?
The 15,580-share sale was executed solely to satisfy tax withholding obligations triggered by an RSU vesting. Sony carried out the sale under its internal RSU rules, and the disclosure characterizes the transaction as non-discretionary on Ahuja’s part rather than a voluntary sale.

What RSU award underlies Ravi Ahuja’s Sony (SONY) transactions?
The activity relates to a July 25, 2024 grant of 80,000 RSUs, later adjusted to 81,564 units after a partial spin-off of Sony Financial Group Inc. The award is scheduled to vest in three equal installments in 2025, 2026 and 2027 under its terms.

Does Ravi Ahuja still hold Sony (SONY) RSUs after these transactions?
Yes. After the August 3, 2026 vesting and conversion of 27,447 RSUs, the report shows 27,452 restricted stock units remaining under the award. These RSUs continue to represent rights to receive Sony common shares, subject to the award’s vesting and forfeiture conditions.

Was Ravi Ahuja’s Sony (SONY) share sale made under a Rule 10b5-1 trading plan?
The Rule 10b5-1 checkbox is not marked as a plan trade, and the note explains the sale was executed by Sony, non-discretionary for Ahuja, to cover tax withholding. The disclosure does not state that a Rule 10b5-1 trading plan governed this transaction.
SEC Form 4
FORM 4UNITED 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
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
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*
Ahuja Ravi
(Last)(First)(Middle)
1-7-1 KONAN, MINATO-KU
(Street)
TOKYO108-0075
(City)(State)(Zip)
JAPAN
(Country)		2. Issuer Name and Ticker or Trading Symbol
Sony Group Corp [ SONY ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
See Remarks
2a. Foreign Trading Symbol
[6758]
3. Date of Earliest Transaction (Month/Day/Year)
08/03/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock08/03/2026M27,447A(1)37,676D
Common Stock08/04/2026S(2)15,580D$22.71(3)22,096D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)08/03/2026M27,447 (4) (4)Common Stock27,447$027,452D
Explanation of Responses:
1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of SONY common stock.
2. 15,580 shares of SONY common stock were sold upon the vesting of an RSU award granted to the reporting person in July 2024, solely to satisfy tax withholding obligations incurred upon vesting. The sale was effected by the issuer in accordance with the terms of the issuer's internal rules related to RSUs and non-discretionary on the part of the reporting person.
3. For purposes of this Form 4, a conversion rate of USD $0.00636 for each JPY 1.00 was used.
4. On July 25, 2024, the reporting person was granted 80,000 RSUs, which have vested or will vest in three equal amounts on each of August 1, 2025, August 3, 2026 and August 2, 2027. The grant is subject to forfeiture and accelerated vesting in accordance with its terms. In connection with the issuer's partial spin-off of Sony Financial Group Inc. on October 1, 2025, the reporting person's outstanding RSU award was adjusted to preserve the pre-spin-off intrinsic value of the award and the number of RSUs subject to the award was increased from 80,000 to 81,564.
Remarks:
Business CEO in charge of Pictures Business
/s/ Peter Kim as Attorney-in-Fact for Ravi Ahuja08/05/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR