SEC Form 4 · accession 0002048383-26-000004
Blaize Holdings, Inc. · BZAI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Harminder Sehmi
Officer — Chief Financial Officer
Period of report
Jul 1, 2026
Accepted (ET)
Jul 6, 2026 · 6:19 pm EDT
Rule 10b5-1 plan
yes — trade under a plan
Issuer CIK
0001871638
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jul 1, 2026 | S | 40,609 | $1.37 | D | 259,773 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Earnout SharesF3 | — | holding | — | — | — | — | Jan 13, 2030 | Common Stock | 212,155 | 212,155 | D |
| Restricted Stock UnitsF4,F5 | — | holding | — | — | — | — | — | Common Stock | 362,081 | 362,081 | D |
| Employee Stock Option (right to purchase)F6 | $0.57 | holding | — | — | — | — | Sep 18, 2033 | Common Stock | 269,176 | 269,176 | D |
| Employee Stock Option (right to purchase)F7 | $1.18 | holding | — | — | — | — | Oct 23, 2034 | Common Stock | 862,915 | 862,915 | D |
| Employee Stock Option (right to purchase)F8 | $3.57 | holding | — | — | — | — | Aug 31, 2035 | Common Stock | 200,000 | 200,000 | D |
| Employee Stock Option (right to purchase)F9 | $14.62 | holding | — | — | — | — | Oct 17, 2029 | Common Stock | 29,436 | 29,436 | D |
Explanation of responses
- F1The reported sale of shares of the Issuer's common stock was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 12, 2025.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.33 to $1.40, inclusive. Upon request by the SEC staff, the Issuer, or any security holder of the Issuer, full information regarding the number of shares sold at each separate price will be provided.
- F3On January 13, 2025, the date of the Issuer's business combination, the reporting person received earnout shares in respect of the Issuer's business combination. Each eanout share represents a contingent right to receive one share of the Issuer's common stock if the trading price of the Issuer's common stock exceeds certain thresholds for 20 of 30 consecutive trading days post-closing of the Issuer's business combination. Company employees entitled to receive earnout shares are required to provide service through the date the target is achieved and if an employee departs, the forfeited earnout shares are re-allocated among the pool of remaining eligible employees. Accordingly, the ultimate number of earnout shares is subject to adjustment from time to time in the event of forfeitures by employees of the Company, which add to the reporting person's earnout shares.
- F4Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock.
- F5The restricted stock units vest 25% on December 1, 2027, and quarterly thereafter commencing on March 1, 2028.
- F6The stock option vests in 36 substantially equal monthly installments beginning on October 19, 2023.
- F7The stock option vests as to one third of the underlying shares on July 1, 2025 and thereafter in 24 equal monthly installments.
- F8The stock option vests in eight (8) substantially equal quarterly installments beginning on December 1, 2025.
- F9The stock option to purchase one share of the Issuer's common stock for each stock option is fully vested and exercisable.