Stagwell CEO Penn exercises 1M stock rights

The SARs vested in equal installments on December 14, 2022, December 14, 2023, and December 14, 2024, before cash settlement.

Available on EDGAR 11/02/2026 - 06:30 PM EST Accepted by SEC EDGAR 11/02/2026 - 06:30 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Stagwell Inc Chief Executive Officer Mark Jeffery Penn reported exercising 500,000 Stock Appreciation Rights on October 29, 2026, and another 500,000 on November 1, 2026. The rights were settled for cash and were due to expire on December 14, 2026. Related Class A common-stock entries report 500,000 shares acquired at $8.27 per share and returned to the issuer at $9.95 per share on October 29 and $10.47 per share on November 1. An ownership entry lists 2,000,000 Class A shares held indirectly by The Stagwell Group LLC, whose controlling person is Mark Jeffery Penn.

Insider Trade Summary

1,000,000 shares exercised/converted

Exercise 6 txns

Insider Penn Mark Jeffery

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Exercise	Stock Appreciation Rights F1, F3	500,000	$0.00	$0.00
Exercise	Class A Common Stock F1	500,000	$8.27	$4.13M
Disposition	Class A Common Stock F1	500,000	$10.47	$5.24M
Exercise	Stock Appreciation Rights F1, F3	500,000	$0.00	$0.00
Exercise	Class A Common Stock F1	500,000	$8.27	$4.13M
Disposition	Class A Common Stock F1	500,000	$9.95	$4.97M
Holding	Class A Common Stock F2	--	--	--

Holdings After Transaction: Stock Appreciation Rights — 0 contracts (Direct); Class A Common Stock — 23,034,990 shares (Direct); Class A Common Stock — 2,000,000 shares (Indirect, See Footnote)

Holdings Before and After: Stock Appreciation Rights, 1,000,000 to 0 contracts (Direct); Class A Common Stock, 23,034,990 to 23,034,990 shares (Direct)

Footnotes (3)

1. F1. Represents the exercise of Stock Appreciation Rights ("SARs") and settlement for cash. The SARs were due to expire on December 14, 2026.
2. F2. The shares are held by The Stagwell Group LLC ("Stagwell Group"). The Reporting Person is the controlling person of Stagwell Group.
3. F3. The SARs vested in equal installments on December 14, 2022, December 14, 2023 and December 14, 2024.

Key Figures

Stock Appreciation Rights exercised: 500,000 SARs Stock Appreciation Rights exercised: 500,000 SARs SAR exercise price: $8.27 per share +3 more

6 metrics

Stock Appreciation Rights exercised 500,000 SARs October 29, 2026

Stock Appreciation Rights exercised 500,000 SARs November 1, 2026

SAR exercise price $8.27 per share Common-stock entries dated October 29 and November 1, 2026

Class A shares returned to issuer 500,000 shares at $9.95 per share October 29, 2026

Class A shares returned to issuer 500,000 shares at $10.47 per share November 1, 2026

Indirect Class A common shares 2,000,000 shares Held by The Stagwell Group LLC; ownership entry dated October 29, 2026

Key Terms

Stock Appreciation Rights, vested in equal installments, controlling person, settlement for cash

4 terms

Stock Appreciation Rights financial

"exercise of Stock Appreciation Rights ("SARs")"

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.

vested in equal installments financial

"The SARs vested in equal installments"

controlling person regulatory

"Reporting Person is the controlling person of Stagwell Group"

A controlling person is an individual or entity that can direct a company’s decisions and strategy through ownership, voting power, board control, or other influence — like the captain of a ship who sets course. For investors, who holds that control matters because it shapes management choices, risk tolerance, potential conflicts of interest, and the likelihood of major actions such as mergers, dividend changes, or management shifts.

settlement for cash financial

"exercise of Stock Appreciation Rights ("SARs") and settlement for cash"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many STGW stock appreciation rights did Mark Jeffery Penn exercise?

Mark Jeffery Penn reported exercising 500,000 Stock Appreciation Rights on October 29, 2026, and 500,000 on November 1, 2026. The rights were settled for cash and were due to expire on December 14, 2026.

What share transactions accompanied the STGW SAR exercises?

On each date, the common-stock entries report 500,000 Class A shares acquired at $8.27 per share and returned to the issuer. The reported return price was $9.95 per share on October 29, 2026, and $10.47 per share on November 1, 2026.

How many STGW shares were held indirectly?

The October 29, 2026 ownership entry lists 2,000,000 Class A common shares held by The Stagwell Group LLC. Mark Jeffery Penn is identified as the LLC's controlling person.

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

Form 4 Insider Transactions: What Each Field Means →

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SEC Form 4

FORM 4

UNITED 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)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/29/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	10/29/2026		M		500,000(1)	A	$8.27	23,534,990	D
Class A Common Stock	10/29/2026		D		500,000(1)	D	$9.95	23,034,990	D
Class A Common Stock	11/01/2026		M		500,000(1)	A	$8.27	23,534,990	D
Class A Common Stock	11/01/2026		D		500,000(1)	D	$10.47	23,034,990	D
Class A Common Stock								2,000,000	I	See Footnote(2)

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Appreciation Rights	$8.27	10/29/2026		M			500,000(1)	12/14/2022(3)	12/14/2026	Class A Common Stock	500,000	$0	500,000	D
Stock Appreciation Rights	$8.27	11/01/2026		M			500,000(1)	12/14/2022(3)	12/14/2026	Class A Common Stock	500,000	$0	0	D

Explanation of Responses:

1. Represents the exercise of Stock Appreciation Rights ("SARs") and settlement for cash. The SARs were due to expire on December 14, 2026.

2. The shares are held by The Stagwell Group LLC ("Stagwell Group"). The Reporting Person is the controlling person of Stagwell Group.

3. The SARs vested in equal installments on December 14, 2022, December 14, 2023 and December 14, 2024.

	/s/ Mark Penn	11/02/2026
	** Signature of Reporting Person	Date
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)