08/18/2026 | Press release | Distributed by Public on 08/18/2026 14:11
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN 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 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
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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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Stock Options | $4.83 | 08/18/2026 | M | 50,000 | (3) | 03/29/2028 | Class A Common Stock | 50,000 | $ 0 | 900,000 | D | ||||
| Stock Options | $9.63 | (4) | 03/27/2029 | Class A Common Stock | 81,319 | 81,319 | D | ||||||||
| Stock Options | $11.77 | (5) | 03/31/2030 | Class A Common Stock | 409,271 | 409,271 | D | ||||||||
| Class B Common Stock | (6) | (6) | (6) | Class A Common Stock | 3,411,001 | 3,411,001 | D | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Ferraro Christopher C C/O GALAXY DIGITAL INC. 300 VESEY STREET NEW YORK, NY 10282 |
President and CIO | |||
| /s/ Frances Fuqua, Attorney-in-Fact for Christopher Ferraro | 08/18/2026 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | Represents shares of Class A common stock acquired with cash upon the exercise of 50,000 stock options now held. |
| (2) | Includes 288,806 shares of Class A common stock to be delivered in settlement of restricted stock units, subject to continued service through the applicable vesting date. |
| (3) | These options are vested and exercisable until March 29, 2028. |
| (4) | This option vests over three years from March 1, 2024, with 1/3 vesting on the each of the first three anniversaries of such date, subject to continued service through the relevant vesting date. |
| (5) | This option vests over three years from March 1, 2025, with 1/3 vesting on the each of the first three anniversaries of such date, subject to continued service through the relevant vesting date. |
| (6) | Each share of Class B common stock entitles its holder to one vote per share on all matters submitted to a vote of the issuer's stockholders. The number of issued and outstanding shares of Class B common stock will be equal to the number of issued and outstanding LP Units of Galaxy Digital Holdings LP not held by the issuer or one of its subsidiaries, and such LP Units are redeemable or exchangeable, on a one-for-one basis, for shares of Class A Common Stock. |