ALKT Form 4: 786 shares deferred; S3 Fund III holds 14,218,240

Rhea-AI Filing Summary

Brian R. Smith, a director and reported 10% owner of Alkami Technology, Inc. (ALKT), reported transactions dated 10/05/2025. He elected to defer receipt of 786 common shares under the company's 2021 Incentive Award Plan at a stated price of $0, which increased his directly held shares to 551,148. The filing also discloses 14,218,240 shares held indirectly by S3 Ventures Fund III, L.P., for which Mr. Smith may be deemed to have beneficial ownership through the fund and related entities; those entities disclaim beneficial ownership except to the extent of pecuniary interest. Signatures show the filing was executed on 10/07/2025.

Positive

• Director increased direct holdings to 551,148 shares, aligning interests with shareholders
• Deferral under the 2021 Incentive Award Plan suggests use of long‑term compensation rather than immediate cash payout

Negative

• Large indirect stake of 14,218,240 shares is held by S3 Ventures Fund III, L.P., which could concentrate voting influence
• Price recorded as $0 for the deferred shares provides limited information on economic cost or tax basis

Insights

Corporate Governance Analyst

Director deferred award and holds material indirect stake through S3 Ventures.

The filing shows a small non‑derivative acquisition of 786 shares by Brian R. Smith via a deferral under the 2021 Incentive Award Plan, recorded at $0, increasing his direct ownership to 551,148. The mechanics indicate compensation deferral rather than an open‑market purchase, so immediate liquidity impact is minimal.

The more material disclosure is the 14,218,240 shares held by S3 Ventures Fund III, L.P., where Mr. Smith is connected through GP entities; that stake is significant for governance and voting influence. Monitor periodic Form 4/Form 13D updates for any changes to the indirect stake or transfers that would affect control or dilution near term.

Equity Compensation Specialist

Small award deferral noted; looks like routine executive equity administration.

The transaction code and explanation state these shares were deferred under the 2021 Incentive Award Plan, which typically converts a compensation award into equity at grant or vesting without cash consideration. The reported price of $0 reflects plan deferral mechanics rather than a market purchase price.

Key items to watch are vesting schedules and any subsequent exercises or dispositions that would generate Form 4 disclosures; such events would clarify timing of potential market sales or tax events over the next reporting periods.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider SMITH BRIAN R, S3 Ventures Fund III, L.P., S3 VENTURES III, L.L.C., S3 VENTURES GPLP III, L.P.

Role Director, 10% Owner | Director, 10% Owner | Director, 10% Owner | Director, 10% Owner

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	786	$0.00	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 551,148 shares (Direct); Common Stock — 14,218,240 shares (Indirect, See footnote)

Footnotes (1)

1. The reporting person elected to defer receipt of these shares under the terms of the 2021 Incentive Award Plan. Shares held directly by Brian R. Smith. Shares held directly by S3 Ventures Fund III, L.P. ("S3 Fund III"). S3 Ventures GPLP III, L.P. ("S3 GPLP III") is the general partner of S3 Fund III. S3 Ventures III, L.L.C. ("S3 III LLC") is the General Partner of S3 GPLP III. Brian R. Smith is the Managing Director of S3 III LLC. S3 GPLP III, S3 III LLC and Mr. Smith may be deemed to have beneficial ownership of the shares held by S3 Fund III. S3 GPLP III, S3 III LLC and Mr. Smith each disclaims beneficial ownership of all such shares except to the extent of its or his pecuniary interest therein.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

SMITH BRIAN R

(Last) (First) (Middle)

C/O S3 VENTURES, 6300 BRIDGE POINT PKWY

BUILDING 1, SUITE 405

(Street)

AUSTIN TX 78730

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ALKAMI TECHNOLOGY, INC. [ ALKT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
10/05/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	10/05/2025		A		786(1)	A	$0	551,148	D(2)
Common Stock								14,218,240	I	See footnote(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

SMITH BRIAN R

(Last) (First) (Middle)

C/O S3 VENTURES, 6300 BRIDGE POINT PKWY

BUILDING 1, SUITE 405

(Street)

AUSTIN TX 78730

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

S3 Ventures Fund III, L.P.

(Last) (First) (Middle)

6300 BRIDGE POINT PARKWAY

BUILDING 1, SUITE 405

(Street)

AUSTIN TX 78730

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

S3 VENTURES III, L.L.C.

(Last) (First) (Middle)

6300 BRIDGE POINT PARKWAY

BUILDING 1, SUITE 405

(Street)

AUSTIN TX 78730

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

S3 VENTURES GPLP III, L.P.

(Last) (First) (Middle)

6300 BRIDGE POINT PARKWAY

BUILDING 1, SUITE 405

(Street)

AUSTIN TX 78730

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

Explanation of Responses:

1. The reporting person elected to defer receipt of these shares under the terms of the 2021 Incentive Award Plan.

2. Shares held directly by Brian R. Smith.

3. Shares held directly by S3 Ventures Fund III, L.P. ("S3 Fund III"). S3 Ventures GPLP III, L.P. ("S3 GPLP III") is the general partner of S3 Fund III. S3 Ventures III, L.L.C. ("S3 III LLC") is the General Partner of S3 GPLP III. Brian R. Smith is the Managing Director of S3 III LLC. S3 GPLP III, S3 III LLC and Mr. Smith may be deemed to have beneficial ownership of the shares held by S3 Fund III. S3 GPLP III, S3 III LLC and Mr. Smith each disclaims beneficial ownership of all such shares except to the extent of its or his pecuniary interest therein.

Remarks:

	/s/ Douglas A. Linebarger as Attorney-in-Fact for Brian Smith	10/07/2025
	/s/ Brian R. Smith for S3 Ventures Fund III, L.P.	10/07/2025
	/s/ Brian R. Smith for S3 Ventures GPLP III, L.P.	10/07/2025
	/s/ Brian R. Smith for S3 Ventures III, L.L.C.	10/07/2025
	** Signature of Reporting Person	Date
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FAQ

What did Brian R. Smith report on Form 4 for ALKT?

He reported the deferral receipt of 786 common shares on 10/05/2025, increasing his direct holdings to 551,148 shares.

How many ALKT shares are held indirectly by entities related to Brian R. Smith?

The filing shows 14,218,240 shares held directly by S3 Ventures Fund III, L.P.; related GP entities and Mr. Smith may be deemed to have beneficial ownership.

Was the acquisition a market purchase and what price was paid?

No market purchase was reported; the shares were received via deferral under the 2021 Incentive Award Plan and are listed at a price of $0.

Does the filing indicate any reduction in Mr. Smith's holdings?

No disposals were reported; the Form 4 shows an acquisition of 786 shares and updated ownership totals.

Who signed the Form 4 and when?

Signatures include Douglas A. Linebarger as Attorney‑in‑Fact for Brian Smith and Brian R. Smith for the related entities, dated 10/07/2025.