WeShop (NASDAQ: WSHP) executive details share and option stake

Rhea-AI Filing Summary

WeShop Holdings Ltd executive John B. Garner filed a Form 3 disclosing his initial ownership in the company. He indirectly has 773,822 Class A ordinary shares through Max Capital Limited, where he shares voting and dispositive power and disclaims full beneficial ownership beyond his economic interest.

He also directly holds 523,357 Class A ordinary shares. In addition, he has a Performance Incentive Grant Option over 2,476,643 Class A ordinary shares at an exercise price of $9.64 per share, which became exercisable on March 18, 2026 and expires on November 14, 2030.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Garner John B.

Role Head of Strategy and Vision

Type	Security	Shares	Price	Value
holding	Performance Incentive Grant Option	--	--	--
holding	Class A ordinary shares	--	--	--
holding	Class A ordinary shares	--	--	--

Holdings After Transaction: Performance Incentive Grant Option — 2,476,643 shares (Direct, null); Class A ordinary shares — 523,357 shares (Direct, null); Class A ordinary shares — 773,822 shares (Indirect, By Max Capital Limited)

Footnotes (1)

1. The Reporting Person shares voting and dispositive power over the securities held by Max Capital Limited (the "Company"). As such, the Reporting Person may be deemed to beneficially own all of the shares held by the Company; however, the Reporting Person disclaims beneficial ownership of the shares held by the Company except to the extent of his pecuniary interest therein. The reported options became exercisable on March 18, 2026.

Key Figures

Indirect Class A shares: 773,822 shares Direct Class A shares: 523,357 shares Performance option underlying shares: 2,476,643 shares +3 more

6 metrics

Indirect Class A shares 773,822 shares Held through Max Capital Limited; indirect ownership

Direct Class A shares 523,357 shares Direct ownership reported on Form 3

Performance option underlying shares 2,476,643 shares Underlying Class A ordinary shares for incentive option

Option exercise price $9.64 per share Exercise price for Performance Incentive Grant Option

Option exercisability date March 18, 2026 Date option became exercisable

Option expiration date November 14, 2030 Scheduled expiration of Performance Incentive Grant Option

Key Terms

Performance Incentive Grant Option, beneficially own, disclaims beneficial ownership, voting and dispositive power

4 terms

Performance Incentive Grant Option financial

"The reported options are described as a Performance Incentive Grant Option over Class A ordinary shares."

beneficially own financial

"The Reporting Person may be deemed to beneficially own all of the shares held by the Company."

Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.

disclaims beneficial ownership financial

"The Reporting Person disclaims beneficial ownership of the shares held by the Company except to the extent of his pecuniary interest therein."

voting and dispositive power financial

"The Reporting Person shares voting and dispositive power over the securities held by Max Capital Limited."

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SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Garner John B.

(Last) (First) (Middle)

HAWK HOUSE

22 THE ESPLANADE

(Street)

JERSEY CHANNEL ISLANDS JE1 1HH

(City) (State) (Zip)

JERSEY

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026

3. Issuer Name and Ticker or Trading Symbol
WeShop Holdings Ltd [ WSHP ]

3a. Foreign Trading Symbol

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Head of Strategy and Vision

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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A ordinary shares	523,357	D
Class A ordinary shares	773,822	I	By Max Capital Limited(1)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Performance Incentive Grant Option	(2)	11/14/2030	Class A ordinary shares	2,476,643	$9.64	D

Explanation of Responses:

1. The Reporting Person shares voting and dispositive power over the securities held by Max Capital Limited (the "Company"). As such, the Reporting Person may be deemed to beneficially own all of the shares held by the Company; however, the Reporting Person disclaims beneficial ownership of the shares held by the Company except to the extent of his pecuniary interest therein.

2. The reported options became exercisable on March 18, 2026.

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney

	/s/ Johnny Hickling, as attorney-in-fact	06/03/2026
	** 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 5 (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 3: SEC 1473 (03-26)

FAQ

What does the WeShop (WSHP) Form 3 filing by John B. Garner show?

The Form 3 shows John B. Garner’s initial ownership in WeShop. He reports indirect holdings via Max Capital Limited, direct Class A ordinary shares, and a large performance incentive option position with a defined exercise price and expiration date.

How many WeShop (WSHP) shares does John B. Garner hold indirectly?

Garner is reported to indirectly hold 773,822 Class A ordinary shares through Max Capital Limited. He shares voting and dispositive power over these securities and disclaims beneficial ownership beyond his pecuniary, or economic, interest in the entity’s holdings.

How many WeShop (WSHP) shares does John B. Garner hold directly?

The filing reports that Garner directly holds 523,357 Class A ordinary shares of WeShop. These are separate from his indirect holdings through Max Capital Limited and reflect shares registered in his own name under direct ownership.

What are the key terms of John B. Garner’s WeShop (WSHP) option grant?

Garner holds a Performance Incentive Grant Option over 2,476,643 Class A ordinary shares at an exercise price of $9.64 per share. The option became exercisable on March 18, 2026 and is scheduled to expire on November 14, 2030.

Does John B. Garner fully beneficially own WeShop (WSHP) shares held by Max Capital Limited?

The filing states he may be deemed to beneficially own shares held by Max Capital Limited but disclaims beneficial ownership beyond his pecuniary interest. He shares voting and dispositive power, meaning he does not claim full personal economic ownership of all those shares.

What role does John B. Garner hold at WeShop (WSHP)?

The Form 3 identifies John B. Garner as an officer of WeShop with the title “Head of Strategy and Vision.” This role indicates he is part of the company’s senior management team rather than serving as a director or ten percent owner in this filing.