Millrose Properties (MRP) awards 5,639 RSUs to director Gorson

Rhea-AI Filing Summary

Gorson Matthew B. reported acquisition or exercise transactions in this Form 4 filing.

Millrose Properties, Inc. director Matthew B. Gorson received a grant of 5,639 restricted stock units under the company’s 2024 Omnibus Incentive Plan. These RSUs vest into Class A Common Stock on a 1-for-1 basis on the earlier of the first anniversary of the grant or the next annual stockholder meeting, subject to his continued board service. Following this award, he holds 31,250 shares of Class A Common Stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Gorson Matthew B.

Role null

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	5,639	$0.00	--

Holdings After Transaction: Class A Common Stock — 31,250 shares (Direct, null)

Footnotes (1)

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Key Figures

RSUs granted: 5,639 RSUs Shares after transaction: 31,250 shares Grant price: $0.00 per share +2 more

5 metrics

RSUs granted 5,639 RSUs Equity award under 2024 Omnibus Incentive Plan

Shares after transaction 31,250 shares Class A Common Stock held following grant

Grant price $0.00 per share Compensation-related RSU award, no cash paid

Vesting trigger Earlier of 1 year or next annual meeting Service-based vesting condition for RSUs

Vesting ratio 1-for-1 into Class A Common Each RSU converts into one share

Key Terms

restricted stock units ("RSUs"), 2024 Omnibus Incentive Plan, Class A Common Stock, vesting

4 terms

restricted stock units ("RSUs") financial

"granted 5,639 restricted stock units ("RSUs") to the reporting person"

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.

2024 Omnibus Incentive Plan financial

"RSUs to the reporting person under the Issuer's 2024 Omnibus Incentive Plan"

Class A Common Stock financial

"vest into shares of Class A Common Stock of the Issuer on a 1-for-1 basis"

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.

vesting financial

"Such RSUs will vest into shares of Class A Common Stock of the Issuer"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

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^*

Gorson Matthew B.

(Last) (First) (Middle)

C/O MILLROSE PROPERTIES, INC.

600 BRICKELL AVENUE, SUITE 1400

(Street)

MIAMI FLORIDA 33131

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Millrose Properties, Inc. [ MRP ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/13/2026

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

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	05/13/2026		A		5,639(1)	A	$0	31,250	D

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

Explanation of Responses:

1. On May 13, 2026, Millrose Properties, Inc. (the "Issuer") granted 5,639 restricted stock units ("RSUs") to the reporting person under the Issuer's 2024 Omnibus Incentive Plan. Such RSUs will vest into shares of Class A Common Stock of the Issuer on a 1-for-1 basis upon the earlier of (i) the first anniversary of the date of the grant and (ii) the date of the Issuer's annual stockholder meeting that next follows the date of the grant, subject to the reporting person's continuous service as a director of the Issuer from the date of the grant through the vesting date.

	/s/ Rachel Presa, attorney-in-fact	05/13/2026
	** Signature of Reporting Person	Date
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 transaction did Millrose Properties (MRP) report for Matthew B. Gorson?

Millrose Properties reported that director Matthew B. Gorson received 5,639 restricted stock units as an equity award. The grant was made under the 2024 Omnibus Incentive Plan as compensation, not a market purchase or sale.

How many RSUs did the Millrose Properties (MRP) director receive?

The director received 5,639 restricted stock units. Each RSU will convert into one share of Class A Common Stock once vesting conditions are met, increasing his equity-based compensation exposure to the company.

When do the 5,639 RSUs granted by Millrose Properties (MRP) vest?

The 5,639 RSUs vest on the earlier of the first anniversary of the grant date or the next annual stockholder meeting. Vesting is contingent on the director’s continuous service on the board through that date.

What is the vesting ratio for the Millrose Properties (MRP) RSU grant?

The RSUs vest into Class A Common Stock on a 1-for-1 basis. This means each of the 5,639 RSUs will convert into one share when the vesting date is reached, assuming service-based conditions are satisfied.

How many Millrose Properties (MRP) shares does the director hold after this grant?

After the equity award, the director holds 31,250 shares of Class A Common Stock. This figure reflects his direct holdings reported following the RSU grant transaction on the Form 4.

Was any cash paid for the Millrose Properties (MRP) RSU grant?

No cash was paid for the RSU grant, which was priced at $0.00 per unit. The award represents stock-based compensation provided by the company rather than a market purchase by the director.