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Stagwell Inc Director's Dealing 2025

Apr 2, 2025

31947_dirs_2025-04-02_a4104d9b-3095-4e30-a867-634403a4f88e.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Stagwell Inc (STGW)
CIK: 0000876883
Period of Report: 2025-03-31

Reporting Person: Penn Mark Jeffery (Director, Chief Executive Officer, 10% Owner)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2025-03-31 Class A Common Stock D 106746 Disposed 2559008 Direct
2025-03-31 Class A Common Stock F 191354 $5.93 Disposed 2367654 Direct
2025-04-02 Class A Common Stock M 151648741 Acquired 151778741 Indirect

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2025-04-02 Class C Common Stock $ M 151648741 Disposed Class A Common (151648741) Indirect

Footnotes

F1: Represents shares of restricted stock forfeited to the Issuer in connection with the partial vesting of a restricted stock award.

F2: Represents shares withheld by the Issuer to satisfy tax withholding requirements on the nonreportable vesting of restricted stock.

F3: On April 2, 2025, Stagwell Media (as defined and discussed in footnote 4 hereto) exchanged all of its 151,648,741 Paired Equity Interests (as defined and discussed in footnote 7 hereto) for an equal number of shares of Class A Common Stock of the Issuer.

F4: The Reporting Person is the controlling person of Stagwell Media LP ("Stagwell Media"). Following the reported transaction, Stagwell Media holds directly 151,648,741 shares of Class A Common Stock and zero shares of Class C Common Stock.

F5: The Reporting Person is the controlling person of The Stagwell Group LLC ("Stagwell Group"). Stagwell Group holds directly 130,000 shares of Class A Common Stock of the Issuer.

F6: The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

F7: A holder of shares of Class C Common Stock may, at its option, exchange its shares of Class C Common Stock, together with its corresponding interest in a subsidiary of the Issuer (collectively, a "Paired Equity Interest"), for shares of Class A Common Stock on a one-for-one basis (i.e., one Paired Equity Interest for one share of Class A Common Stock).

F8: The right of a holder of shares of Class C Common Stock to exchange such shares for Class A Common Stock is not subject to a date exercisable or an expiration date.