SEC Form 4 · accession 0001193125-26-394762
Genius Sports Ltd · GENI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mark Locke
Officer — Chief Executive Officer · Director
Period of report
Sep 15, 2026
Accepted (ET)
Sep 17, 2026 · 8:00 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001834489
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Ordinary SharesF1 | Sep 15, 2026 | S | 477,449 | $6.5751 | D | 19,697,767 | D | |
| Ordinary SharesF2 | Sep 16, 2026 | S | 272,551 | $6.5648 | D | 19,425,216 | D | |
| Ordinary Shares | Sep 17, 2026 | S | 50,000 | $6.541 | D | 19,375,216 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Call Option (obligation to sell)F3 | $10.20 | Sep 15, 2026 | S | 1 | D | — | Sep 6, 2028 | Ordinary Shares | 4,400,000 | 1 | D |
| Put Option (right to sell)F3 | $5.00 | Sep 15, 2026 | P | 1 | A | — | Sep 6, 2028 | Ordinary Shares | 4,400,000 | 1 | D |
Explanation of responses
- F1The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.4663 to $6.7219. 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, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F2The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.4998 to $6.6795. 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, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F3On September 15, 2026 the Reporting Person entered into a 'zero cost collar' arrangement (the "Transactions") pursuant to which they wrote European call options and purchased American put options over an aggregate 4,400,000 Ordinary Shares. Only one of the options can be in the money on the expiration date, at which time the in-the-money options will be exercised, and the other options will expire. If neither the put options nor the call options are in the money on the expiration date, both will expire. The Transactions will be settled in cash unless the Reporting Person elects physical settlement. The Transactions are 'zero cost collars' in which no premium was exchanged for either the call options or the put options.