STOCK TITAN

Reshma Shetty of Ginkgo Bioworks (DNA) sells shares to cover tax after PSU vesting

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Ginkgo Bioworks Holdings director/officer Reshma P. Shetty exercised performance-based stock units and sold shares to cover taxes. On April 9, 2026, 251,786 performance-based restricted stock units vested and converted into Class A Common Stock based on a company-wide cash flow target achieved at 67% of goal.

These units came from a June 19, 2025 grant of 375,800 PSUs tied to cash flow performance for the period from January 1, 2025 to December 31, 2025. On April 10, 2026, 124,727 shares of Class A Common Stock were sold solely to satisfy tax withholding obligations under the company’s equity incentive plans through a required “sell to cover” transaction, which the disclosure states was not a discretionary trade. After these transactions, Shetty directly held 436,422 shares of Class A Common Stock.

Positive

  • None.

Negative

  • None.
Insider Shetty Reshma P.
Role See remarks
Sold 124,727 shs ($802K)
Type Security Shares Price Value
Sale Class A Common Stock 124,727 $6.434 $802K
Exercise Performance-Based Restricted Stock Unit 251,786 $0.00 --
Exercise Class A Common Stock 251,786 $0.00 --
Holdings After Transaction: Class A Common Stock — 436,422 shares (Direct); Performance-Based Restricted Stock Unit — 0 shares (Direct)
Footnotes (1)
  1. Each performance-based restricted stock unit ("PSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock. Represents shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of PSUs. Sales to cover tax withholding obligations in connection with the vesting of such securities do not represent discretionary trades by the Reporting Person. The Issuer's equity incentive plans allow the Issuer to require that satisfaction of tax withholding obligations be funded by a "sell to cover" transaction. On June 19, 2025, the Reporting Person was granted 375,800 PSUs based on a company-wide cash flow reduction target over a one-year period beginning on January 1, 2025 and ending on December 31, 2025. The total number of vested PSUs distributed by Issuer on April 9, 2026 in the form of Class A Common Stock reflects actual performance equal to 67% of target performance, as certified by the Compensation Committee of the Board of Directors.
Shares sold to cover taxes 124,727 shares at $6.434 Class A Common Stock sale on April 10, 2026
PSUs vested into stock 251,786 units Performance-based restricted stock units vesting on April 9, 2026
Shares held after transactions 436,422 shares Direct Class A Common Stock holdings following Form 4 transactions
Original PSU grant 375,800 PSUs Grant to Shetty on June 19, 2025 tied to cash flow target
Performance vs. PSU target 67% Certified performance relative to PSU target determining vested units
Performance period January 1, 2025–December 31, 2025 One-year company-wide cash flow reduction measurement window
performance-based restricted stock unit financial
"Each performance-based restricted stock unit ("PSU") represents a contingent right to receive one share"
A performance-based restricted stock unit is a promise of company shares given to an employee that only becomes actual stock if specific performance targets are met and any required time at the company is completed. For investors, these awards matter because they can dilute existing shares when earned and signal management’s confidence or the company’s expected future performance, much like a bonus cheque that only clears when pre-set goals are reached.
sell to cover financial
"tax withholding obligations be funded by a "sell to cover" transaction"
Sell to cover is when a person who receives company stock through options or awards sells just enough shares immediately to pay required taxes, exercise costs, or fees, keeping the rest. Think of it like cashing part of a bonus to cover the tax bill so you can keep the remainder. For investors, it can create predictable small selling pressure and slightly change the number of shares actually held by insiders without increasing long‑term dilution.
equity incentive plans financial
"The Issuer's equity incentive plans allow the Issuer to require that satisfaction of tax withholding obligations"
Equity incentive plans are company programs that pay employees, executives, or directors with company stock, stock options, or share units instead of or in addition to cash, aiming to align their interests with shareholders—like giving team members a stake in the house they help build. For investors this matters because such plans can motivate better company performance but also dilute existing ownership and increase reported compensation costs, so they affect future earnings, voting power, and share value.
tax withholding obligations financial
"shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of PSUs"
Class A Common Stock financial
"receive one share of the Issuer's Class A Common Stock"
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.
SEC Form 4
FORM 4UNITED 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*
Shetty Reshma P.

(Last)(First)(Middle)
C/O GINKGO BIOWORKS HOLDINGS
27 DRYDOCK AVENUE

(Street)
BOSTON MASSACHUSETTS 02210

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Ginkgo Bioworks Holdings, Inc. [ DNA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
See remarks
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/09/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Common Stock04/09/2026M(1)251,786A(1)561,149D
Class A Common Stock04/10/2026S(2)124,727D$6.434436,422D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Performance-Based Restricted Stock Unit(1)04/09/2026M(1)251,786 (3) (3)Class A Common Stock251,786(1)0D
Explanation of Responses:
1. Each performance-based restricted stock unit ("PSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock.
2. Represents shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of PSUs. Sales to cover tax withholding obligations in connection with the vesting of such securities do not represent discretionary trades by the Reporting Person. The Issuer's equity incentive plans allow the Issuer to require that satisfaction of tax withholding obligations be funded by a "sell to cover" transaction.
3. On June 19, 2025, the Reporting Person was granted 375,800 PSUs based on a company-wide cash flow reduction target over a one-year period beginning on January 1, 2025 and ending on December 31, 2025. The total number of vested PSUs distributed by Issuer on April 9, 2026 in the form of Class A Common Stock reflects actual performance equal to 67% of target performance, as certified by the Compensation Committee of the Board of Directors.
Remarks:
President & Founder
/s/ Karen Tepichin, Attorney-in-Fact04/13/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did Ginkgo Bioworks (DNA) report for Reshma P. Shetty?

Ginkgo Bioworks reported that Reshma P. Shetty had 251,786 performance-based restricted stock units vest into Class A Common Stock, then sold 124,727 shares. The sale was specifically to cover tax withholding obligations related to that vesting under the company’s equity incentive plans.

How many Ginkgo Bioworks (DNA) shares does Reshma P. Shetty hold after these transactions?

After the reported transactions, Reshma P. Shetty directly holds 436,422 shares of Ginkgo Bioworks Class A Common Stock. This figure reflects the vesting of 251,786 performance-based units and the subsequent sale of 124,727 shares to satisfy tax withholding obligations required by the company’s equity plans.

Why did Reshma P. Shetty sell 124,727 Ginkgo Bioworks (DNA) shares?

The 124,727 shares were sold solely to cover tax withholding obligations triggered by the vesting of performance-based restricted stock units. The disclosure states these “sell to cover” transactions do not represent discretionary trading and are permitted under Ginkgo Bioworks’ equity incentive plans.

What performance conditions were tied to Reshma P. Shetty’s Ginkgo Bioworks (DNA) PSUs?

On June 19, 2025, Shetty received 375,800 performance-based restricted stock units linked to a company-wide cash flow reduction target over a one-year period from January 1, 2025 to December 31, 2025. Vesting at 251,786 units reflects performance certified at 67% of the original target.

At what price were Ginkgo Bioworks (DNA) shares sold in this Form 4?

The 124,727 Ginkgo Bioworks Class A Common Stock shares were sold at an average price of $6.434 per share. These sales were executed to satisfy tax withholding obligations associated with the vesting of performance-based restricted stock units, rather than as discretionary open-market trades.

What are performance-based restricted stock units in the Ginkgo Bioworks (DNA) filing?

Each performance-based restricted stock unit represents a contingent right to receive one share of Ginkgo Bioworks Class A Common Stock. In this case, 251,786 such units vested based on a certified company-wide cash flow reduction performance result equal to 67% of the original PSU grant target.