[Form 4] Star Equity Holdings, Inc. Series A Cumulative Perpetual Preferred Stock Insider Trading Activity

Rhea-AI Filing Summary

Insider transaction summary: This Form 4 filed for Louis A. Parks, a director of Star Equity Holdings, Inc. (STRR), reports dispositions tied to the Merger Agreement by which Star merged into Hudson Global, Inc. Parks disposed of 1,200 shares of Star common stock in exchange for Hudson common stock at a conversion rate of 0.23 Hudson shares per Star share, and various restricted stock units (RSUs) and restricted units for Star preferred stock were assumed by Hudson and converted into Hudson RSUs at the stated exchange ratios.

The filing shows Parks' beneficial ownership of the reported Star securities at zero following the transactions. Several RSU grants (November 22, 2024; March 25, 2025; May 19, 2025; August 18, 2025) are noted with scheduled one-year vesting anniversaries and were exchanged or assumed by Hudson as part of the Merger.

Positive

• Merger consideration explicitly documented: Star common shares exchanged for Hudson common stock at a 0.23 per-share ratio.
• Restricted stock units and preferred-linked RSUs were assumed by Hudson and converted as part of the Merger, preserving award treatment post-transaction.

Negative

• Reporting person’s beneficial ownership in the reported Star common stock and listed derivative holdings is reported as zero following the Merger-related dispositions.
• 1,200 shares of Star common stock were disposed of pursuant to the Merger Agreement.

Insights

Securities Analyst

TL;DR: Director reported disposition of Star common and conversion/assumption of RSUs under the merger into Hudson, leaving zero reported Star holdings.

The filing documents transaction mechanics tied directly to the Merger Agreement: 1,200 Star common shares were disposed of for Hudson common stock at a 0.23 exchange ratio, and multiple classes of Star RSUs (common and preferred-linked RSUs) were assumed and converted into Hudson RSUs. These are routine, non-market open-market dispositions effectuated as merger consideration rather than individual trading decisions. The reporting person’s post-transaction beneficial ownership of the listed Star securities is reported as zero, consistent with an acquisition-related exchange of equity and awards.

Corporate Governance Expert

TL;DR: Transaction reflects corporate change-of-control mechanics rather than independent insider sales; awards were treated per merger terms.

The Form 4 clarifies that RSUs representing Star common and Star 10% Series A preferred were assumed by the surviving company (Hudson) and converted at specified ratios (.23 for common, 1:1 for certain preferred-linked RSUs). Vesting schedules for the grants remain noted (one-year anniversaries). From a governance perspective, the filing documents compliance with Section 16 reporting for merger consideration and does not indicate separate voluntary sales by the director outside the merger context.

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

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X

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^*

Parks Louis A.

(Last) (First) (Middle)

C/O STAR EQUITY HOLDINGS, INC

53 FOREST AVENUE SUITE 101

(Street)

OLD GREENWICH CT 06870

(City) (State) (Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
08/22/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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
Common Stock	08/22/2025		D		1,200	D	(1)	0	I	By Contributory IRA

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	(2)	08/22/2025		D			1,655	(3)	(3)	Common Stock	1,655	(2)	0	D
Restricted Stock Unit	(2)	08/22/2025		D			1,816	(4)	(4)	Common Stock	1,816	(2)	0	D
Restricted Stock Unit	(5)	08/22/2025		D			485	(6)	(6)	10% Series A Cumulative Perpetual Preferred Stock	485	(5)	0	D
Restricted Stock Unit	(5)	08/22/2025		D			485	(7)	(7)	10% Series A Cumulative Perpetual Preferred Stock	485	(5)	0	D

Explanation of Responses:

1. Disposed of pursuant to the Agreement and Plan of Merger, dated as of May 21, 2025 (the "Merger Agreement"), by and among Star Equity Holdings, Inc. ("Star"), Hudson Global, Inc. ("Hudson") and HSON Merger Sub, Inc., a wholly owned subsidiary of Hudson ("Merger Sub"), in exchange for .23 shares of Hudson common stock for each share of Star common stock on the effective date of the merger (the "Merger").

2. These Restricted Stock Units each represent the right to receive, at settlement, one share of Star common stock. These Restricted Stock Units were assumed by Hudson in the Merger and exchanged for .23 Hudson Restricted Stock Units for each Star Restricted Stock Unit.

3. The Restricted Stock Units granted on November 22, 2024 (the "Grant Date") are scheduled to vest upon the first anniversary of the Grant Date.

4. The Restricted Stock Units granted on March 25, 2025 (the "Second Grant Date") are scheduled to vest upon the first anniversary of the Second Grant Date.

5. These Restricted Stock Units each represent the right to receive, at settlement, one share of Star 10% Series A Cumulative Perpetual Preferred Stock. These Restricted Stock Units were assumed by Hudson in the Merger and exchanged for one Hudson Restricted Stock Unit for each Star Restricted Stock Unit.

6. The Restricted Stock Units granted on May 19, 2025 (the "Preferred Grant Date") are scheduled to vest upon the first anniversary of the Preferred Grant Date.

7. The Restricted Stock Units granted on August 18, 2025 (the "Second Preferred Grant Date") are scheduled to vest upon the first anniversary of the Second Preferred Grant Date.

Remarks:

	/s/ Hannah Bible, as Attorney-in-fact	08/22/2025
	** 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.
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FAQ

What did Louis A. Parks report on the Form 4 for STAR (STRR)?

The Form 4 reports that Parks disposed of 1,200 shares of Star common stock and that multiple restricted stock units were assumed and exchanged in connection with the Merger into Hudson.

What exchange ratio was used for Star common stock in the Merger?

Star common stock was exchanged for Hudson common stock at a ratio of 0.23 Hudson shares per 1 Star share.

Were restricted stock units (RSUs) affected by the Merger?

Yes. Star RSUs representing common and 10% Series A preferred stock were assumed by Hudson and exchanged for Hudson RSUs at the stated ratios (including 1:1 for certain preferred-linked RSUs and 0.23 for common RSUs as applicable).

What is Parks’ beneficial ownership after the reported transactions?

The filing reports Parks’ beneficial ownership of the listed Star securities as 0 following the Merger-related dispositions.

Which RSU grant dates are mentioned and when do they vest?

Grant dates cited include Nov 22, 2024, Mar 25, 2025, May 19, 2025, and Aug 18, 2025; each set of units is scheduled to vest on the one-year anniversary of its grant date.