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Meta Platforms, Inc. (META) 鈥� Form 4 filing dated 07/02/2025

Chief Operating Officer Javier Olivan reported four open-market sales of the company鈥檚 Class A common stock on 06/30/2025 carried out under a Rule 10b5-1 trading plan adopted on 08/17/2024.

• Shares sold: 13 @ $738.26, 175 @ $739.80, 304 @ $741.50 and 25 @ $744.17 鈥� an aggregate of 517 shares.
• Gross proceeds: approximately $0.38 million based on the weighted-average prices disclosed.
• Direct holdings post-sale: 7,853 shares.
• Indirect holdings: 110,736 shares held through various LLCs and a family trust, bringing Olivan鈥檚 total beneficial ownership to roughly 118,589 shares.

No derivative security transactions were reported. The filing indicates that Olivan remains an officer (COO) and continues to hold a meaningful equity stake despite the modest disposition.

Stem, Inc. (STEM) filed a Form 4 reporting new equity awards to Matthew Tappin, President 鈥� Software Division. On 30 June 2025 the executive received:

• 11,000 Restricted Stock Units (RSUs) that vest in three equal annual instalments beginning 7 Aug 2026.
• 5,500 Performance Stock Units (PSUs); vesting is contingent on the share price meeting a volume-weighted average price target over any 60-day period.
• 5,500 stock options with a $6.23 exercise price, expiring 30 Jun 2035; these options also vest in three equal annual tranches starting 7 Aug 2026.

All awards were recorded as acquisitions (Code "A") at zero cost and are held directly by the reporting person. Combined, the grants represent 22,000 potential new shares, a figure that is immaterial relative to Stem鈥檚 total shares outstanding but signals ongoing use of equity-based compensation to align management incentives with shareholder value.

Cardlytics, Inc. (CDLX) 鈥� Form 4 insider activity for CEO Amit Gupta

On July 1 2025 Mr. Gupta acquired 14,349 common shares through the conversion of restricted stock units (code 鈥淢鈥�). The RSUs are part of a previously disclosed 114,796-unit award that vests in eight equal quarterly installments from July 1 2024 through April 1 2026.

On July 2 2025 he sold 6,725 shares at a weighted-average price of $1.7826 solely to cover tax-withholding obligations associated with the vesting event. No other purpose for the sale was indicated.

After the transactions Mr. Gupta directly owns 378,704 common shares and retains 43,049 unvested RSUs. Net of the tax sale, his direct equity stake increased by 7,624 shares.

The activity does not involve new option grants, cash compensation or changes to company fundamentals; it is a routine vesting-and-withholding event that modestly raises the CEO鈥檚 long-term exposure to the stock.

Leidos Holdings, Inc. (LDOS) 鈥� Form 4 insider transaction

Chief Financial Officer Christopher R. Cage reported one transaction dated 06/30/2025.

• Acquisition: 64.1944 shares of common stock credited at $0.00 per share. The shares represent dividend-equivalent rights that were automatically reinvested in the company鈥檚 Key Executive Stock Deferral Plan.
• Post-transaction ownership: 29,288.682 indirect shares held via the deferral plan and 46,953 direct shares.

No derivative securities were involved and no sales were disclosed. The filing does not indicate any open-market purchases or dispositions; the recorded activity is routine and non-cash. Given the immaterial share amount relative to the executive鈥檚 existing holdings, the filing is unlikely to have a meaningful impact on LDOS鈥檚 share count or market perception.

Morgan Stanley Finance LLC is issuing $2.508 million of Trigger Performance Leveraged Upside Securities (PLUS) maturing 6 July 2028. Each $1,000 note is an unsecured obligation of MSFL, fully and unconditionally guaranteed by Morgan Stanley, and will pay no periodic interest.

Pay-off structure

• Upside: If the final level of each index (S&P 500 & Russell 2000) exceeds its initial level, investors receive principal plus 136 % of the worst performer鈥檚 gain.
• Par: If either index is 鈮� its initial level but both remain 鈮� 70 % of the initial, only principal is returned.
• Downside: If either index closes below its 70 % downside threshold (SPX 4,343.465 / RTY 1,522.525), repayment equals principal 脳 performance of the worst performer, exposing investors to 1 % loss for every 1 % decline; the payment can fall to $0.

Key terms

• Issue/Strike/Pricing date: 30 June 2025  |  Maturity: 6 July 2028 (3-year tenor)
• Initial levels: SPX 6,204.95; RTY 2,175.035
• Estimated value on pricing date: $972.30 (97.23 % of issue price) reflecting structuring & hedging costs
• No listing; secondary liquidity solely through MS&Co, which is not obligated to make a market
• Aggregate commissions to dealers: up to $6.25 per note (sold only through fee-based advisory accounts)
• Minimum denomination: $1,000; CUSIP 61778KF44

Risk highlights

• Principal at risk; no minimum repayment
• Linked to the worst performing index, eliminating diversification benefits
• Subject to Morgan Stanley credit risk; MSFL has no independent operations
• Estimated value < issue price; expected secondary price lower than par
• Limited or no secondary market; investors should be prepared to hold to maturity

Stem, Inc. (NYSE: STEM) filed an 8-K on 30 June 2025 disclosing a privately negotiated debt exchange that materially reshapes its capital structure. The company exchanged (i) $228.818 million of its 0.50% Green Convertible Senior Notes due 2028 and (ii) $121.310 million of its 4.25% Green Convertible Senior Notes due 2030 鈥� a combined $350.128 million in principal 鈥� plus $10 million in cash for three new instruments:

• $155.426 million aggregate principal amount of new 12.00%/11.00% senior secured PIK toggle notes due 2030 (the 鈥淣ew Notes鈥�).
• Warrants to purchase 439,919 common shares at a strike price of $30.00, exercisable from the 11th trading day after issuance until 1 December 2030 and subject to customary anti-dilution adjustments and a 4.99% (optionally 9.99%) ownership cap.
• Payment of accrued and unpaid interest on the exchanged notes.

The New Notes were issued under an Indenture dated 30 June 2025 with U.S. Bank Trust Company, N.A. acting as trustee and collateral agent. Interest may be paid in kind at 12.00% or in cash at 11.00%, payable semi-annually beginning 1 January 2026. Maturity occurs on the earliest of: (a) 30 December 2030; (b) a covenant-based trigger tied to remaining 2028 converts after 30 June 2028; or (c) a similar trigger related to remaining 2030 converts after 1 January 2030. The notes and related guarantees are secured by a first-priority lien on substantially all assets of Stem and its restricted subsidiaries and may be redeemed by the company at premiums of 105%, 102.5%, and 100% depending on the redemption window.

The exchanged warrants were issued under a Warrant Agreement with Computershare Trust Company, N.A. Holders have no shareholder rights until exercise and may request cash settlement upon a defined 鈥淔undamental Change.鈥�

Accounting / reporting impacts:

• The transaction reduces Stem鈥檚 outstanding convertible principal by approximately $184.7 million but replaces low-coupon unsecured convertible debt with higher-coupon senior secured obligations.
• The exchange constitutes a material definitive agreement (Item 1.01), creates a direct financial obligation (Item 2.03), and involves unregistered equity securities (Item 3.02).
• A related press release announcing closing of the exchange was furnished under Regulation FD (Item 7.01) and not deemed 鈥渇iled.鈥�

Exhibits include the Indenture (4.1), form of New Notes (4.2), Warrant Agreement (4.3), and the press release (99).

Stem's President of Software Division Matthew Tappin reported multiple securities transactions in May-June 2025:

• On May 29, 2025, acquired 2,775 shares through RSU conversion at $0
• On May 30, 2025, disposed of 1,164 shares at $0.451 per share through automatic tax liability sale
• On June 16, 2025, sold 20,823 shares at $0.45 per share under a pre-arranged Rule 10b5-1 trading plan from March 18, 2025

Following these transactions, Tappin holds 37,458 shares directly and 396,784 RSUs. The RSUs were originally granted on July 2, 2021 (11,099 units) with four-year annual vesting beginning May 2022. The May 30 sale was automatically executed to cover tax obligations from RSU settlement, while the June 16 sale was pre-planned under SEC Rule 10b5-1.