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Stagwell (NASDAQ: STGW) awards CEO Mark Penn 2M stock appreciation rights

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Stagwell Inc reported that Chief Executive Officer Mark Jeffery Penn received a grant of 2,000,000 Stock Appreciation Rights on August 1, 2026, each tied to one share of Class A Common Stock at an exercise price of $8.45. These cash-settled SARs vest in three annual installments of 1,000,000, 500,000 and 500,000 units and expire on August 1, 2031, with 2,000,000 SARs reported as held after the grant.

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Insider Penn Mark Jeffery
Role Chief Executive Officer
Type Security Shares Price Value
Grant/Award Stock Appreciation Rights F1 2,000,000 $0.00 $0.00
Holdings After Transaction: Stock Appreciation Rights — 2,000,000 shares (Direct)
Footnotes (1)
  1. F1. Stock Appreciation Rights (SARs) granted August 1, 2026 to the reporting person vest and are exercisable in three installments with SARs in respect of 1,000,000 underlying shares of Class A Common Stock vesting on the first anniversary of the grant date, SARs in respect of 500,000 underlying shares of Class A Common Stock vesting on the second anniversary of the grant date, and SARs in respect of 500,000 underlying shares of Class A Common Stock vesting on the third anniversary of the grant date. The SARs expire on the fifth anniversary of the grant date and are settleable only for cash.
Stock Appreciation Rights granted 2,000,000 SARs Grant to CEO Mark Jeffery Penn on August 1, 2026
Exercise price $8.45 per SAR Exercise price for the granted Stock Appreciation Rights
Underlying Class A shares 2,000,000 shares Each SAR corresponds to one underlying share of Class A Common Stock
First-year vesting 1,000,000 SARs SARs vesting on the first anniversary of the August 1, 2026 grant
Second-year vesting 500,000 SARs SARs vesting on the second anniversary of the grant date
Third-year vesting 500,000 SARs SARs vesting on the third anniversary of the grant date
Expiration date August 1, 2031 SARs expire on the fifth anniversary of the grant date
Stock Appreciation Rights financial
"Stock Appreciation Rights (SARs) granted August 1, 2026 to the reporting person"
Stock appreciation rights (SARs) are a form of employee compensation that give the holder the right to receive the increase in a company's stock price over a set baseline, paid in cash or shares, without having to buy the stock. For investors, SARs matter because they can create future cash outflows or share dilution and signal how a company rewards and motivates executives — similar to giving a bonus tied directly to how well the company’s stock performs.
Class A Common Stock financial
"underlying shares of Class A Common Stock vesting on the first anniversary"
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.
underlying shares financial
"SARs in respect of 1,000,000 underlying shares of Class A Common Stock"
settleable only for cash financial
"The SARs expire on the fifth anniversary of the grant date and are settleable only for cash."

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

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FAQ

What insider award did Stagwell (STGW) report for CEO Mark Penn?
Stagwell reported that CEO Mark Jeffery Penn was granted 2,000,000 Stock Appreciation Rights on August 1, 2026 at an exercise price of $8.45. Each SAR is linked to one share of Class A Common Stock and is settled in cash rather than shares.

How do the 2,000,000 SARs granted at Stagwell (STGW) vest?
The 2,000,000 SARs vest in three installments: 1,000,000 underlying shares vest on the first anniversary of the August 1, 2026 grant, and 500,000 underlying shares vest on each of the second and third anniversaries. Vesting is thus spread over three years.

When can the Stagwell (STGW) SARs granted to Mark Penn be exercised and when do they expire?
The SARs become exercisable as they vest over the three anniversaries following the August 1, 2026 grant. According to the terms, the SARs expire on the fifth anniversary of the grant date, which is August 1, 2031, if not exercised earlier.

Are the Stagwell (STGW) SARs granted to Mark Penn settled in stock or cash?
The filed terms state that these Stock Appreciation Rights are settleable only for cash. Although each SAR references one underlying share of Class A Common Stock, settlement is made in cash based on the appreciation, not by delivering company shares.

What is Mark Penn’s reported SAR position in Stagwell (STGW) after this grant?
Following this transaction, the reporting shows 2,000,000 Stock Appreciation Rights held by Mark Jeffery Penn. These SARs all relate to Class A Common Stock, share the $8.45 exercise price, and reflect the full amount granted on August 1, 2026.
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*
Penn Mark Jeffery
(Last)(First)(Middle)
C/O STAGWELL INC.
ONE WORLD TRADE CENTER, FLOOR 65
(Street)
NEW YORK NEW YORK 10007
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Stagwell Inc [ STGW ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/01/2026		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
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
Stock Appreciation Rights(1)$8.4508/01/2026A2,000,00008/01/2027(1)08/01/2031Class A Common Stock2,000,000$02,000,000D
Explanation of Responses:
1. Stock Appreciation Rights (SARs) granted August 1, 2026 to the reporting person vest and are exercisable in three installments with SARs in respect of 1,000,000 underlying shares of Class A Common Stock vesting on the first anniversary of the grant date, SARs in respect of 500,000 underlying shares of Class A Common Stock vesting on the second anniversary of the grant date, and SARs in respect of 500,000 underlying shares of Class A Common Stock vesting on the third anniversary of the grant date. The SARs expire on the fifth anniversary of the grant date and are settleable only for cash.
/s/ Mark Penn08/03/2026
** 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