Star Equity Holdings (STRR) director buys stock and converts RSUs

Rhea-AI Filing Summary

Star Equity Holdings director Todd Michael Fruhbeis increased his stake through open-market purchases and equity awards. He bought 400 shares of Common Stock at $10.98 per share and 1 share at $10.25 per share. Following these trades, he directly holds 13,474 common shares.

He also settled 535 Restricted Stock Units into 535 shares of 10.0% Series A Cumulative Perpetual Preferred Stock at no cash exercise price on their scheduled vesting date, bringing his Series A Preferred Stock holdings to 5,111 shares. Footnotes note an additional 7,012 Restricted Stock Units credited under the company’s 2009 Incentive Stock and Awards Plan, each representing one future common share.

Insider Trade Summary

Net Buyer: 401 shares ($4,402)

Net Buy 4 txns

Insider Fruhbeis Todd Michael

Role null

Bought 401 shs ($4K)

Type	Security	Shares	Price	Value
Purchase	Common Stock	400	$10.98	$4K
Purchase	Common Stock	1	$10.25	$10.25
Exercise	Restricted Stock Unit	535	$0.00	--
Exercise	Series A Preferred Stock	535	$0.00	--

Holdings After Transaction: Common Stock — 13,474 shares (Direct, null); Restricted Stock Unit — 0 shares (Direct, null); Series A Preferred Stock — 5,111 shares (Direct, null)

Footnotes (1)

1. Each Restricted Stock Unit represents the right to receive, at settlement, one share of the Issuer's 10.0% Series A Cumulative Perpetual Preferred Stock, par value $0.001 per share (the "Series A Preferred Stock"). This transaction represents the settlement of Restricted Stock Units in shares of Series A Preferred Stock on their scheduled vesting date. Includes 7,012 Restricted Stock Units credited to the Reporting Person's account under the Issuer's 2009 Incentive Stock and Awards Plan, as amended and restated. Each Restricted Stock Unit represents the right to receive, at settlement, one share of Common Stock payable upon the first anniversary of the Grant Date. On May 19, 2025, the Reporting Person was granted Restricted Stock Units by Star Operating Companies, Inc. ("SOC"), each of which represented the right to receive, at settlement, one share of SOC Series A Preferred Stock ("SOC RSUs"). Pursuant to the Agreement and Plan of Merger, dated as of May 21, 2025, by and among SOC, the Issuer and HSON Merger Sub, Inc., a wholly owned subsidiary of the Issuer, the Reporting Person's SOC RSUs were exchanged for 535 Restricted Stock Units. As to this grant, one hundred percent (100%) of the Restricted Stock Units vested on May 19, 2026.

Key Figures

Open-market purchase: 400 shares at $10.98 Additional purchase: 1 share at $10.25 Common shares held: 13,474 shares +3 more

6 metrics

Open-market purchase 400 shares at $10.98 Common Stock bought in open market on May 21, 2026

Additional purchase 1 share at $10.25 Common Stock bought in open market on May 20, 2026

Common shares held 13,474 shares Total Common Stock directly owned after transactions

RSUs settled 535 units Restricted Stock Units converted into Series A Preferred Stock

Series A Preferred held 5,111 shares 10.0% Series A Cumulative Perpetual Preferred Stock after settlement

Unsettled RSUs 7,012 units RSUs under 2009 Incentive Stock and Awards Plan for future Common Stock

Key Terms

Restricted Stock Unit, Series A Preferred Stock, Cumulative Perpetual Preferred Stock, 2009 Incentive Stock and Awards Plan, +1 more

5 terms

Restricted Stock Unit financial

"Each Restricted Stock Unit represents the right to receive, at settlement, one share of the Issuer's 10.0% Series A Cumulative Perpetual Preferred Stock"

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

Series A Preferred Stock financial

"one share of the Issuer's 10.0% Series A Cumulative Perpetual Preferred Stock, par value $0.001 per share (the "Series A Preferred Stock")"

Series A preferred stock is a type of ownership share in a company that gives investors certain advantages, such as priority in receiving profits or getting their money back if the company is sold or goes bankrupt. It is often issued during early funding stages to attract investors by offering more security than common shares. This stock matters to investors because it provides a safer way to invest while still holding potential for future gains.

Cumulative Perpetual Preferred Stock financial

"10.0% Series A Cumulative Perpetual Preferred Stock, par value $0.001 per share"

A cumulative perpetual preferred stock is a share that acts like a long-lasting hybrid between a bond and a dividend-paying stock: it promises regular fixed payments that, if missed, accumulate and must be paid later before common shareholders get dividends, and it has no set maturity date. Investors care because it can provide steady, higher-priority income similar to interest, but with limited capital upside, sensitivity to interest rates, and the risk that payments can be delayed even though they continue to accrue.

2009 Incentive Stock and Awards Plan financial

"Includes 7,012 Restricted Stock Units credited to the Reporting Person's account under the Issuer's 2009 Incentive Stock and Awards Plan, as amended and restated"

Agreement and Plan of Merger financial

"Pursuant to the Agreement and Plan of Merger, dated as of May 21, 2025, by and among SOC, the Issuer and HSON Merger Sub, Inc."

An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.

Form 4 Insider Transactions: What Each Field Means →

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^*

Fruhbeis Todd Michael

(Last) (First) (Middle)

STAR EQUITY HOLDINGS, INC.

53 FOREST AVENUE, SUITE 101

(Street)

OLD GREENWICH CONNECTICUT 06870

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Star Equity Holdings, Inc. [ STRR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/19/2026

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
Series A Preferred Stock	05/19/2026		M		535	A	(1)(2)	5,111	D
Common Stock	05/20/2026		P		1	A	$10.25	13,074(3)	D
Common Stock	05/21/2026		P		400	A	$10.98	13,474(3)	D

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
Restricted Stock Unit	(1)(2)	05/19/2026		M			535	(4)	(4)	Series A Preferred Stock	535	(1)	0	D

Explanation of Responses:

1. Each Restricted Stock Unit represents the right to receive, at settlement, one share of the Issuer's 10.0% Series A Cumulative Perpetual Preferred Stock, par value $0.001 per share (the "Series A Preferred Stock").

2. This transaction represents the settlement of Restricted Stock Units in shares of Series A Preferred Stock on their scheduled vesting date.

3. Includes 7,012 Restricted Stock Units credited to the Reporting Person's account under the Issuer's 2009 Incentive Stock and Awards Plan, as amended and restated. Each Restricted Stock Unit represents the right to receive, at settlement, one share of Common Stock payable upon the first anniversary of the Grant Date.

4. On May 19, 2025, the Reporting Person was granted Restricted Stock Units by Star Operating Companies, Inc. ("SOC"), each of which represented the right to receive, at settlement, one share of SOC Series A Preferred Stock ("SOC RSUs"). Pursuant to the Agreement and Plan of Merger, dated as of May 21, 2025, by and among SOC, the Issuer and HSON Merger Sub, Inc., a wholly owned subsidiary of the Issuer, the Reporting Person's SOC RSUs were exchanged for 535 Restricted Stock Units. As to this grant, one hundred percent (100%) of the Restricted Stock Units vested on May 19, 2026.

Remarks:

	/s/ Hannah Bible, as Attorney-in-Fact for Todd Fruhbeis	05/21/2026
	** 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)

FAQ

What insider transactions did Todd Michael Fruhbeis report for Star Equity Holdings (STRR)?

Todd Michael Fruhbeis reported open-market purchases of Common Stock and an equity award settlement. He bought 400 shares at $10.98 and 1 share at $10.25, and converted 535 Restricted Stock Units into 535 shares of Series A Preferred Stock at no cash cost.

How many Star Equity Holdings common shares does Todd Michael Fruhbeis now hold?

After the reported transactions, Todd Michael Fruhbeis directly holds 13,474 shares of Star Equity Holdings Common Stock. This reflects his recent open-market purchases of 401 shares combined with his prior position, as shown in the Form 4 ownership totals.

What happened to the 535 Restricted Stock Units in the Star Equity Holdings Form 4?

The 535 Restricted Stock Units were settled into 535 shares of 10.0% Series A Cumulative Perpetual Preferred Stock. The units vested on May 19, 2026, and were exchanged pursuant to a prior merger agreement that converted SOC RSUs into Star Equity Restricted Stock Units.

What are Star Equity Holdings’ Series A Preferred Stock details mentioned in the filing?

Each Restricted Stock Unit represented one share of 10.0% Series A Cumulative Perpetual Preferred Stock with $0.001 par value. After settlement of 535 units, Todd Michael Fruhbeis holds 5,111 shares of this Series A Preferred Stock, according to the Form 4 ownership information.

Does Todd Michael Fruhbeis hold additional Star Equity equity awards beyond the reported trades?

Yes. A footnote states he has 7,012 Restricted Stock Units under the 2009 Incentive Stock and Awards Plan. Each unit entitles him to receive one share of Common Stock, payable upon the first anniversary of the applicable grant date, providing additional future equity exposure.

What is the significance of the merger agreement mentioned in the Star Equity Form 4 footnotes?

The footnotes explain that prior SOC Restricted Stock Units were exchanged for 535 Star Equity Restricted Stock Units under an Agreement and Plan of Merger. These exchanged units later vested fully on May 19, 2026, and were settled into Series A Preferred Stock for Todd Michael Fruhbeis.