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Equity package for MIAX (MIAX) EVP, CISO and CRO Harish Jayabalan

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

MIAMI INTERNATIONAL HOLDINGS, INC. executive Harish Jayabalan, EVP, CISO and CRO, reported equity awards consisting of restricted stock units and stock options. He received 4,660 RSUs and options on an additional 37,293 shares of common stock at an exercise price of 40.24 per share.

The 4,660 RSUs vest in three installments: 1,554 on June 16, 2027, 1,553 on June 16, 2028, and 1,553 on June 16, 2029, subject to continued service. Option grants on 34,808 and 2,485 shares vest over the same three annual dates. Following the RSU grant, he directly holds 78,065 common shares.

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Insider Jayabalan Harish
Role EVP, CISO and CRO
Type Security Shares Price Value
Grant/Award Incentive Stock Option (Right to Buy) 2,485 $0.00 --
Grant/Award Nonqualified Stock Option (Right to Buy) 34,808 $0.00 --
Grant/Award Common Stock 4,660 $0.00 --
Holdings After Transaction: Incentive Stock Option (Right to Buy) — 2,485 shares (Direct); Nonqualified Stock Option (Right to Buy) — 34,808 shares (Direct); Common Stock — 78,065 shares (Direct)
Footnotes (1)
  1. The amount represents restricted stock units ("RSUs") that vest as to 1,554 on June 16, 2027, 1,553 on June 16, 2028 and the remaining 1,553 on June 16, 2029, subject to the Reporting Person's continued service to the Issuer or its subsidiaries through the applicable vesting date. 829 of the shares subject to this option will vest on June 16, 2027, 828 of the shares subject to this option will vest on June 16, 2028 and the remaining 828 of the shares subject to this option will vest on June 16, 2029, subject to the Reporting Person's continued service to the Issuer or its subsidiaries through the applicable vesting date. 11,604 of the shares subject to this option will vest on June 16, 2027, 11,602 of the shares subject to this option will vest on June 16, 2028 and the remaining 11,602 of the shares subject to this option will vest on June 16, 2029, subject to the Reporting Person's continued service to the Issuer or its subsidiaries through the applicable vesting date.
RSU grant 4,660 shares Restricted stock units granted June 16, 2026
Nonqualified options granted 34,808 shares Nonqualified Stock Option (Right to Buy) granted June 16, 2026
Incentive options granted 2,485 shares Incentive Stock Option (Right to Buy) granted June 16, 2026
Exercise price 40.24 per share Exercise price for both option grants
Shares held after grant 78,065 shares Common stock directly owned following RSU award
Option expiration June 15, 2036 Expiration date for both option grants
restricted stock units ("RSUs") financial
"The amount represents restricted stock units ("RSUs") that vest as to 1,554 on June 16, 2027"
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
Nonqualified Stock Option (Right to Buy) financial
"security_title": "Nonqualified Stock Option (Right to Buy)""
Incentive Stock Option (Right to Buy) financial
"security_title": "Incentive Stock Option (Right to Buy)""
exercise price financial
"conversion_or_exercise_price": "40.2400""
The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.
expiration date financial
"expiration_date": "2036-06-15T00:00:00.000Z""
The expiration date is the deadline after which a financial contract, such as an option or a futures agreement, is no longer valid or can be exercised. It matters to investors because it determines the timeframe during which they can take action or benefit from the contract, similar to how a coupon or a food item has a limited period of usefulness. Once the expiration date passes, the contract loses its value or ability to be used.

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FAQ

What equity awards did MIAX executive Harish Jayabalan receive in this Form 4?

Harish Jayabalan received 4,660 restricted stock units and stock options covering 37,293 shares of MIAX common stock. These awards are part of his compensation and are subject to multi-year vesting tied to his continued service with the company.

How do the MIAX RSUs granted to Harish Jayabalan vest?

The 4,660 RSUs vest in three annual installments: 1,554 on June 16, 2027, 1,553 on June 16, 2028, and 1,553 on June 16, 2029. Vesting requires Jayabalan’s continued service to MIAX or its subsidiaries through each vesting date.

What are the key terms of the MIAX stock options granted to Harish Jayabalan?

Jayabalan received nonqualified and incentive stock options on 34,808 and 2,485 shares, respectively, each with an exercise price of 40.24 per share. Both option grants vest in three tranches across 2027, 2028, and 2029, conditioned on continued service.

When do Harish Jayabalan’s MIAX stock options expire?

Both the nonqualified and incentive stock options granted to Jayabalan expire on June 15, 2036. He must exercise vested options before this expiration date; otherwise, any unexercised options will lapse according to the terms disclosed in the award details.

How many MIAX common shares does Harish Jayabalan hold after these grants?

After the RSU grant, Jayabalan holds 78,065 shares of MIAX common stock directly. This figure reflects his non-derivative holdings and does not include the additional shares underlying the newly granted stock options reported in the same Form 4.

Are the MIAX equity awards to Harish Jayabalan open-market purchases or compensation grants?

The MIAX awards are compensation-related grants, not open-market purchases. The Form 4 uses transaction code “A” for grant or award acquisitions, with a transaction price of 0.0000 per share, indicating they were issued as part of his executive compensation package.
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*
Jayabalan Harish

(Last)(First)(Middle)
C/O MIAMI INTERNATIONAL HOLDINGS, INC.
7 ROSZEL ROAD, SUITE 1A

(Street)
PRINCETON NEW JERSEY 08540

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
MIAMI INTERNATIONAL HOLDINGS, INC. [ MIAX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP, CISO and CRO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/16/2026
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
Common Stock06/16/2026A4,660(1)A$078,065D
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
Incentive Stock Option (Right to Buy)$40.2406/16/2026A2,485 (2)06/15/2036Common Stock2,485$02,485D
Nonqualified Stock Option (Right to Buy)$40.2406/16/2026A34,808 (3)06/15/2036Common Stock34,808$034,808D
Explanation of Responses:
1. The amount represents restricted stock units ("RSUs") that vest as to 1,554 on June 16, 2027, 1,553 on June 16, 2028 and the remaining 1,553 on June 16, 2029, subject to the Reporting Person's continued service to the Issuer or its subsidiaries through the applicable vesting date.
2. 829 of the shares subject to this option will vest on June 16, 2027, 828 of the shares subject to this option will vest on June 16, 2028 and the remaining 828 of the shares subject to this option will vest on June 16, 2029, subject to the Reporting Person's continued service to the Issuer or its subsidiaries through the applicable vesting date.
3. 11,604 of the shares subject to this option will vest on June 16, 2027, 11,602 of the shares subject to this option will vest on June 16, 2028 and the remaining 11,602 of the shares subject to this option will vest on June 16, 2029, subject to the Reporting Person's continued service to the Issuer or its subsidiaries through the applicable vesting date.
Remarks:
/s/Alessandra Maria Corona Henriques, Attorney-in-Fact06/18/2026
** 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)