Wise Group product chief sells 58,262 shares for tax

The reported sale covered statutory tax withholding, not a discretionary sale; a separate RSU award begins vesting in 16 quarterly installments on January 15, 2027.

Rhea-AI Filing Summary

Wise Group plc Chief Product Officer Nilan Peiris received 105,239 Class A Ordinary Shares when restricted share units vested on October 15, 2026. He was granted 495,437 additional RSUs, vesting in 16 equal quarterly installments beginning January 15, 2027.

On October 16, 2026, Peiris sold 58,262 Class A Ordinary Shares at $11.75 per share to cover statutory tax withholding obligations connected with RSU vesting; the footnote says this was not a discretionary sale, and no Rule 10b5-1 plan is reported. A separate holding entry lists 1,125,790 Class B Ordinary Shares held directly as of October 15, 2026. Each Class B share corresponds to a Class A share and is automatically cancelled upon sale or other transfer of the corresponding Class A share, or as otherwise provided in the issuer's articles.

Insider Trade Summary

Exercise and sale activity reported; no spread calculated

Exercise and Sale 8 txns

Insider Peiris Nilan

Role Chief Product Officer

Sold 58,262 shs ($685K)

Approx. gross sale proceeds $685K

Type	Security	Shares	Price	Value
Sale	Class A Ordinary Shares F2	58,262	$11.75	$685K
Exercise	Restricted Share Units F1, F4	26,310	$0.00	$0.00
Exercise	Restricted Share Units F1, F5	26,310	$0.00	$0.00
Exercise	Restricted Share Units F1, F6	26,309	$0.00	$0.00
Exercise	Restricted Share Units F1, F7	26,310	$0.00	$0.00
Grant/Award	Restricted Share Units F1, F8	495,437	$0.00	$0.00
Exercise	Class A Ordinary Shares F1	105,239	--	--
holding	Class B Ordinary Shares F3	--	--	--

Holdings After Transaction: Restricted Share Units — 1,126,867 contracts (Direct); Class A Ordinary Shares — 2,516,438 shares (Direct); Class B Ordinary Shares — 1,125,790 shares (Direct)

Footnotes (8)

1. F1. Each restricted share unit (“RSUs”) represents a contingent right to receive one Issuer Class A Ordinary Share or cash.
2. F2. Represents the number of shares sold to cover the statutory tax withholding obligations in connection with the vesting of the Restricted Share Units and does not represent a discretionary sale by the Reporting Person.
3. F3. Each Class B ordinary share corresponds to a Class A ordinary share and will be automatically cancelled upon the sale or other transfer of the corresponding Class A ordinary share or as otherwise provided in the Issuer's articles of association.
4. F4. The reporting person was previously granted 52,619 RSUs, which vested on July 15, 2026 and October 15, 2026.
5. F5. The reporting person was previously granted 157,858 RSUs, vesting in six equal quarterly installments beginning on July 15, 2026.
6. F6. The reporting person was previously granted 263,099 RSUs, vesting in ten equal quarterly installments beginning on July 15, 2026.
7. F7. The reporting person was previously granted 368,332 RSUs, vesting in fourteen equal quarterly installments beginning on July 15, 2026.
8. F8. The RSUs vest in sixteen equal quarterly installments beginning on January 15, 2027.

Key Figures

Shares sold: 58,262 Class A Ordinary Shares Sale price: $11.75 per share Class A Ordinary Shares acquired: 105,239 shares +2 more

5 metrics

Shares sold 58,262 Class A Ordinary Shares Sold on October 16, 2026, to cover statutory tax withholding obligations

Sale price $11.75 per share Price for the Class A Ordinary Shares sold on October 16, 2026

Class A Ordinary Shares acquired 105,239 shares Acquired upon RSU vesting on October 15, 2026

RSUs granted 495,437 RSUs Granted October 15, 2026; vesting in 16 equal quarterly installments beginning January 15, 2027

Class B Ordinary Shares held 1,125,790 shares Held directly as of October 15, 2026

Key Terms

Restricted Share Units, statutory tax withholding obligations, Class B ordinary share

3 terms

Restricted Share Units financial

"Each restricted share unit (RSUs) represents a contingent right"

Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.

statutory tax withholding obligations financial

"to cover the statutory tax withholding obligations"

Class B ordinary share financial

"Each Class B ordinary share corresponds to a Class A ordinary share"

A Class B ordinary share is a type of common stock that carries a specific set of rights—often different voting power or dividend priority—distinct from other share classes of the same company. Think of it like owning a different model of the same car: it gets you the ride (ownership and profit share) but may limit your say in steering (voting) or how quickly you receive payouts; investors care because these differences affect control, influence over management decisions, and potential return or liquidity.

FAQ

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

How many WSE shares did Chief Product Officer Nilan Peiris sell, and why?

Nilan Peiris sold 58,262 Class A Ordinary Shares at $11.75 per share on October 16, 2026, to cover statutory tax withholding obligations connected with RSU vesting. The footnote says the sale was not discretionary, and no Rule 10b5-1 plan is reported.

How many WSE RSUs were granted to Nilan Peiris, and when do they vest?

Peiris was granted 495,437 RSUs on October 15, 2026. They vest in 16 equal quarterly installments beginning January 15, 2027. Each RSU represents a contingent right to receive one Class A Ordinary Share or cash.

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

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Available on EDGAR 10/19/2026 - 07:56 PM EDT Accepted by SEC EDGAR 10/19/2026 - 07:55 PM EDT Learn about SEC filing dates

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^*

Peiris Nilan

(Last) (First) (Middle)

C/O WISE GROUP PLC

1ST FLOOR WORSHIP SQ., 65 CLIFTON STREET

(Street)

LONDON EC2A 4JE

(City) (State) (Zip)

UNITED KINGDOM

(Country)

2. Issuer Name and Ticker or Trading Symbol
Wise Group plc [ WSE ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/15/2026

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 Ordinary Shares	10/15/2026		M		105,239	A	(1)	2,574,700	D
Class A Ordinary Shares	10/16/2026		S		58,262	D	$11.75(2)	2,516,438	D
Class B Ordinary Shares(3)								1,125,790	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 Share Units	(1)	10/15/2026		M			26,310	(4)	(4)	Class A Ordinary Shares	26,310	$0	0	D
Restricted Share Units	(1)	10/15/2026		M			26,310	(5)	(5)	Class A Ordinary Shares	26,310	$0	105,238	D
Restricted Share Units	(1)	10/15/2026		M			26,309	(6)	(6)	Class A Ordinary Shares	26,309	$0	210,480	D
Restricted Share Units	(1)	10/15/2026		M			26,310	(7)	(7)	Class A Ordinary Shares	26,310	$0	315,712	D
Restricted Share Units	(1)	10/15/2026		A		495,437		(8)	(8)	Class A Ordinary Shares	495,437	$0	495,437	D

Explanation of Responses:

1. Each restricted share unit (“RSUs”) represents a contingent right to receive one Issuer Class A Ordinary Share or cash.

2. Represents the number of shares sold to cover the statutory tax withholding obligations in connection with the vesting of the Restricted Share Units and does not represent a discretionary sale by the Reporting Person.

3. Each Class B ordinary share corresponds to a Class A ordinary share and will be automatically cancelled upon the sale or other transfer of the corresponding Class A ordinary share or as otherwise provided in the Issuer's articles of association.

4. The reporting person was previously granted 52,619 RSUs, which vested on July 15, 2026 and October 15, 2026.

5. The reporting person was previously granted 157,858 RSUs, vesting in six equal quarterly installments beginning on July 15, 2026.

6. The reporting person was previously granted 263,099 RSUs, vesting in ten equal quarterly installments beginning on July 15, 2026.

7. The reporting person was previously granted 368,332 RSUs, vesting in fourteen equal quarterly installments beginning on July 15, 2026.

8. The RSUs vest in sixteen equal quarterly installments beginning on January 15, 2027.

	/s/ David Fu, as attorney-in-fact	10/19/2026
	** 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)