10/16/2026 | Press release | Distributed by Public on 10/16/2026 19:43
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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 | ||||||||
| Restricted Stock Units | (2) | 07/31/2026 | M | 4,412 | (5) | (5) | Ordinary Shares | 4,412 | $ 0 | 39,708 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Sanfilippo Thomas C/O WHITEFIBER, INC 31 HUDSON YARDS FLOOR 11, SUITE 30 NEW YORK, NY 10001 |
Chief Technology Officer | |||
| /s/ Thomas Sanfilippo | 10/16/2026 | |
| **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 4,412 Ordinary Shares, par value $0.01 per share, of the Issuer, which were issued upon vesting of Restricted Stock Units ("RSUs") on July 31, 2026, under the Issuer's 2025 Omnibus Equity Incentive Plan (the "Plan") pursuant to Rule 16b-3, of which a total of 30,880 have vested. |
| (2) | RSUs convert into Ordinary Shares on a one-for-one basis. |
| (3) | Represents Ordinary Shares, sold on August 5, 2026, to pay tax liability of the shares issued on July 31, 2026, upon the vesting of RSUs granted under the Issuer's Plan pursuant to Rule 16b-3. This does not represent a discretionary transaction by a reporting person. |
| (4) | The price reported in Column 4 is a weighted average price. These Ordinary Shares were sold in multiple transactions at prices ranging from $26.33 to $26.36, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, with full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| (5) | On September 11, 2025, the Reporting Person was initially granted 70,588 RSUs, vesting in 12 equal quarterly installments with a one-year cliff, beginning on October 31, 2025. |