Zedge (ZDGE) Insider Filing: 2,000 DSUs Converted, 827 Shares Withheld
Rhea-AI Filing Summary
Tsai Yi, CFO & Treasurer of Zedge, Inc. (ZDGE), reported transactions dated 09/08/2025 where 2,000 Deferred Stock Units (DSUs) vested and converted one-for-one into 2,000 Class B shares based on a market price of $3.08. The issuer withheld 827 shares for tax purposes upon vesting, leaving the reporting person with 5,397 shares beneficially owned directly after the transactions. The filing also shows 20,115 shares indirectly owned through a 401(k) plan as of 09/10/2025. The DSUs were part of a 6,000-DSU grant made on 01/21/2025 with staged vesting of 2,000 shares on each of the next three vesting dates.
Positive
- Scheduled vesting executed as disclosed: 2,000 DSUs converted to 2,000 Class B shares on 09/08/2025.
- Transparent reporting of tax withholding: 827 shares withheld by issuer for tax purposes upon vesting.
Negative
- Dilution from issuance: 2,000 shares were issued upon DSU vesting, increasing outstanding shares.
- Net reduction in direct holdings due to withholding: Beneficial direct ownership decreased to 5,397 shares after tax withholding.
Insights
TL;DR: Routine executive equity vesting and tax withholding; no new purchases or sales reported.
This Form 4 documents scheduled vesting of long‑term compensation for the CFO, converting DSUs into Class B shares under preset price bands. The issuance and simultaneous withholding for taxes are typical mechanics of equity compensation plans and do not indicate discretionary insider trading. Beneficial ownership remains disclosed with both direct and indirect holdings, preserving transparency for governance review.
TL;DR: Compensation-related share issuance occurred; impact on float is minimal and driven by preexisting grant terms.
The reporting shows the mechanical conversion of 2,000 DSUs into shares using the grant's market‑price bands and the withholding of 827 shares for taxes. The underlying grant (6,000 DSUs with staggered vesting) and the one‑for‑one conversion or variable conversion bands were disclosed, indicating this was a planned compensation event rather than opportunistic trading. Share count changes reflect issuance and tax withholding only.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Deferred Stock Units | 2,000 | $0.00 | -- |
| Exercise | Class B Common Stock, par value $.01 per share | 2,000 | $0.00 | -- |
| Tax Withholding | Class B Common Stock, par value $.01 per share | 827 | $3.08 | $3K |
| holding | Class B Common Stock, par value $.01 per share | -- | -- | -- |
Footnotes (1)
- Deferred Stock Units, or DSUs, convert into shares of Class B Common Stock on a one-for-one basis. Consists of shares issued upon the vesting of DSUs. Represents shares withheld by the Issuer for tax purposes upon the vesting of DSUs. As of September 10, 2025. On January 21, 2025, the Reporting Person was granted 6,000 DSUs. Each DSU represents the right to receive between 1/3 of a share and 3 shares of the Issuer's Class B common stock. Vesting of the DSUs is as follows: 2,000 on each of September 8, 2025, September 7, 2026, and September 6, 2027. The number of shares issued for each DSU vested depends on the market price for the Class B common stock as of the relevant vesting date. For the September 8, 2025 vesting, the market price was $3.08, between $2.76 (the grant price) and $3.99; therefore, 2,000 shares were issued on September 8, 2025 for the 2,000 DSUs that vested that day, based on the applicable distinct market price band.
