Stagwell Inc (STGW) CEO Mark Penn exercises 575K SARs, keeps 2M indirect shares
Rhea-AI Filing Summary
Stagwell Inc’s CEO and 10% owner Mark Jeffery Penn reported cash-settled Stock Appreciation Right (SAR) exercises on August 9, 2026. He exercised SARs covering 500,000 shares at an exercise price of $8.27 and SARs covering 75,000 shares at $6.79, each tied to Class A Common Stock. According to the notes, these SARs were exercised and settled for cash, with corresponding dispositions of 500,000 and 75,000 Class A shares to the issuer at $9.17 per share, resulting in no net share acquisition or sale. Penn continues to have indirect ownership of 2,000,000 Class A shares held by The Stagwell Group LLC, where he is the controlling person.
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Insights
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Insider Trade Summary
575,000 shares exercised/converted
Exercise
7 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 | Stock Appreciation Rights F1, F4 | 75,000 | $0.00 | $0.00 |
| Exercise | Class A Common Stock F1 | 500,000 | $8.27 | $4.13M |
| Disposition | Class A Common Stock F1 | 500,000 | $9.17 | $4.58M |
| Exercise | Class A Common Stock F1 | 75,000 | $6.79 | $509K |
| Disposition | Class A Common Stock F1 | 75,000 | $9.17 | $688K |
| holding | Class A Common Stock F2 | -- | -- | -- |
Holdings After Transaction:
Stock Appreciation Rights — 1,150,000 shares (Direct);
Class A Common Stock — 23,034,990 shares (Direct);
Class A Common Stock — 2,000,000 shares (Indirect, See Footnote)
Footnotes (4)
- F1. Represents the exercise of Stock Appreciation Rights ("SARs") and settlement for cash.
- F2. The shares are held by The Stagwell Group LLC ("Stagwell Group"). The Reporting Person is the controlling person of Stagwell Group.
- F3. The SARs vested in equal installments on December 14, 2022, December 14, 2023 and December 14, 2024.
- F4. The SARs vested in equal installments on March 1, 2024, March 1, 2025 and March 1, 2026.
Key Figures
SARs exercised at $8.27: 500,000 shares
SARs exercised at $6.79: 75,000 shares
Total SARs exercised: 575,000 shares
+4 more
7 metrics
SARs exercised at $8.27
500,000 shares
Stock Appreciation Rights with an exercise price of $8.27 per share exercised on August 9, 2026
SARs exercised at $6.79
75,000 shares
Stock Appreciation Rights with an exercise price of $6.79 per share exercised on August 9, 2026
Total SARs exercised
575,000 shares
Aggregate Stock Appreciation Rights exercised in these transactions
Disposition price to issuer
$9.17 per share
Price for 500,000 and 75,000 Class A shares disposed to issuer in cash settlement
Indirectly held shares
2,000,000 shares
Class A Common Stock held indirectly via The Stagwell Group LLC after transactions
First SAR grant vesting pattern
3 installments
SARs vesting on December 14, 2022, 2023 and 2024
Second SAR grant vesting pattern
3 installments
SARs vesting on March 1, 2024, 2025 and 2026
Key Terms
Stock Appreciation Rights, settlement for cash, Disposition to issuer, indirect ownership, +1 more
5 terms
Stock Appreciation Rights financial
"Represents the exercise of Stock Appreciation Rights ("SARs") and settlement for cash."
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.
settlement for cash financial
"Represents the exercise of Stock Appreciation Rights ("SARs") and settlement for cash."
Disposition to issuer financial
"transaction_code_description": "Disposition to issuer""
indirect ownership financial
"The shares are held by The Stagwell Group LLC ("Stagwell Group")."
controlling person financial
"The 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.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What did Stagwell Inc (STGW) CEO Mark Penn report in this Form 4?
Mark Jeffery Penn reported exercises of Stock Appreciation Rights linked to 575,000 Class A shares on August 9, 2026, which were settled entirely in cash through dispositions of the underlying shares to the issuer.
How many Stock Appreciation Rights did STGW’s CEO exercise?
He exercised SARs covering a total of 575,000 shares: 500,000 SARs with an exercise price of $8.27 and 75,000 SARs with an exercise price of $6.79, all tied to Class A Common Stock.
What price was used to settle the exercised SARs in the STGW filing?
The underlying Class A Common Stock tied to the SARs was disposed of to the issuer at $9.17 per share, as part of the cash settlement of the exercised Stock Appreciation Rights reported on August 9, 2026.