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Stablecoin Development Corp (SDEV) CEO receives large time- and performance-based RSU grants

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Kazley Michael John reported acquisition or exercise transactions in this Form 4 filing.

Stablecoin Development Corp granted Chief Executive Officer Michael John Kazley a large equity compensation package in the form of restricted stock units rather than open-market share purchases.

On March 31, 2026, he received 4,118,828 time-based RSUs, which will fully vest on February 16, 2027, generally contingent on his continued employment. He was also granted 7,722,802 performance-based RSUs tied to stock price hurdles over a five-year period and a further 7,722,801 performance-based RSUs tied to digital asset net asset value hurdles over the same five-year period. Any performance-based RSUs that are earned will vest in quarterly installments over two years after the applicable performance hurdles are met, subject to a thirteen-month cliff from January 16, 2026 and continued employment.

Positive

  • None.

Negative

  • None.
Insider Kazley Michael John
Role Chief Executive Officer
Type Security Shares Price Value
Grant/Award Restricted Stock Units (Time-Based) 4,118,828 $0.00 --
Grant/Award Restricted Stock Units (Performance-Based) 7,722,802 $0.00 --
Holdings After Transaction: Restricted Stock Units (Time-Based) — 4,118,828 shares (Direct); Restricted Stock Units (Performance-Based) — 7,722,802 shares (Direct)
Footnotes (1)
  1. On March 31, 2026, the Reporting Person was granted 4,118,828 time-based restricted stock units ("Time-Based RSUs"). 100% of the Time-Based RSUs will vest on February 16, 2027, generally subject to the Reporting Person's continued employment with the Issuer through such vesting date. On March 31, 2026, the Reporting Person was granted 7,722,802 performance-based restricted stock units ("VWAP RSUs") that will be earned based on the achievement of specified stock price hurdles over a five-year performance period. On March 31, 2026, the Reporting Person was also granted 7,722,801 performance-based restricted stock units (together with the VWAP RSUs, the "Performance-Based RSUs") that will be earned based on the achievement of specified digital asset net asset value hurdles over a five-year performance period. To the extent earned, the Performance-Based RSUs will vest in quarterly installments over two years following achievement of the applicable hurdle, subject to a thirteen-month cliff from January 16, 2026, generally subject to the Reporting Person's continued employment with the Issuer through the applicable vesting date.
Time-based RSU grant 4,118,828 units Time-based RSUs granted March 31, 2026
VWAP RSU grant 7,722,802 units Performance-based RSUs tied to stock price over five years
NAV RSU grant 7,722,801 units Performance-based RSUs tied to digital asset NAV over five years
Vesting date for time-based RSUs February 16, 2027 100% vesting date, subject to continued employment
Performance period length Five years Period to achieve stock price and NAV hurdles
Cliff period start January 16, 2026 Thirteen-month cliff for performance-based RSUs
Restricted Stock Units financial
"the Reporting Person was granted 4,118,828 time-based restricted stock units ("Time-Based RSUs")"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
performance-based restricted stock units financial
"the Reporting Person was granted 7,722,802 performance-based restricted stock units ("VWAP RSUs")"
Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.
VWAP RSUs financial
"7,722,802 performance-based restricted stock units ("VWAP RSUs") that will be earned based on the achievement of specified stock price hurdles"
net asset value hurdles financial
"performance-based restricted stock units ... earned based on the achievement of specified digital asset net asset value hurdles over a five-year performance period"
thirteen-month cliff financial
"subject to a thirteen-month cliff from January 16, 2026, generally subject to the Reporting Person's continued employment"
Form 4 Insider Transactions: What Each Field Means →
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*
Kazley Michael John
(Last)(First)(Middle)
1111 LINCOLN ROAD, SUITE 500
(Street)
MIAMI BEACH FLORIDA 33139
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Stablecoin Development Corp [ SDEV ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/31/2026		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
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
Restricted Stock Units (Time-Based)(1)03/31/2026A4,118,828 (1) (1)Common Stock4,118,828$04,118,828D
Restricted Stock Units (Performance-Based)(2)03/31/2026A7,722,802 (2) (2)Common Stock7,722,802$07,722,802D
Explanation of Responses:
1. On March 31, 2026, the Reporting Person was granted 4,118,828 time-based restricted stock units ("Time-Based RSUs"). 100% of the Time-Based RSUs will vest on February 16, 2027, generally subject to the Reporting Person's continued employment with the Issuer through such vesting date.
2. On March 31, 2026, the Reporting Person was granted 7,722,802 performance-based restricted stock units ("VWAP RSUs") that will be earned based on the achievement of specified stock price hurdles over a five-year performance period. On March 31, 2026, the Reporting Person was also granted 7,722,801 performance-based restricted stock units (together with the VWAP RSUs, the "Performance-Based RSUs") that will be earned based on the achievement of specified digital asset net asset value hurdles over a five-year performance period. To the extent earned, the Performance-Based RSUs will vest in quarterly installments over two years following achievement of the applicable hurdle, subject to a thirteen-month cliff from January 16, 2026, generally subject to the Reporting Person's continued employment with the Issuer through the applicable vesting date.
/s/ Michael Kazley04/02/2026
** 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)

Source: View Original Filing on SEC EDGAR