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Rumble Inc. is pursuing a business combination with Northern Data by launching a voluntary public exchange offer to acquire each Northern Data Share for 2.0281 Rumble Class A Common Shares (the "Offer Exchange Ratio"). The Takeover Offer expires May 9, 2026, 6:01 CEST, unless extended.
The transaction is supported by binding Transaction Support Agreements covering ~72% of Northern Data share capital, includes a commitment by Tether to sell its 43,512,526 Northern Data Shares, and contemplates issuing up to an aggregate number of Rumble Class A Common Shares that will require increasing Rumble's authorized Class A shares via a Charter Amendment.
Rumble Inc. filed a Form S-4 registering the issuance of Rumble Class A common shares in connection with a proposed business combination with Northern Data AG. Under the agreed terms, each Northern Data Share tendered in the voluntary Takeover Offer will be exchanged for 2.0281 Rumble Class A Common Shares.
The Takeover Offer is scheduled to expire on May 9, 2026, 6:01 CEST and settlement is subject to customary conditions, including certain regulatory clearances (only UAE MoE approval remained pending as of the filing), BaFin approval of the German prospectus, effectiveness of this Form S-4 and Nasdaq listing authorization for the Offer Shares. The Transaction Support Agreements (including a Tether agreement) cover major existing holders representing ~72% of Northern Data share capital; if all contemplated exchanges occur, former Northern Data shareholders would own approximately 33.3% of Rumble on a pro forma basis.
Rumble Inc. Chief Financial Officer Michael Masci received new equity awards in the form of restricted stock units and stock options. He was granted 228,591 shares of Class A common stock that vest in four substantially equal annual installments starting on the first anniversary of the grant date, and an additional 99,800 shares that vest in eight substantially equal quarterly installments beginning on June 30, 2026. Masci also received a stock option for 452,866 shares of Class A common stock at an exercise price of $5.01 per share, vesting in four substantially equal annual installments beginning on the first anniversary of the grant date, and another option for 878,596 shares at the same $5.01 exercise price that vests over five years, with 25% vesting on March 31, 2028 and the remainder vesting in three substantially equal annual installments on March 31, 2029, March 31, 2030, and March 31, 2031. Following the grants, his direct holdings of Class A common stock reported in this filing total 328,391 shares, and his newly granted options cover a combined 1,331,462 underlying shares.
Rumble Inc. filed an initial ownership report for Chief Financial Officer Michael Masci. This Form 3 identifies Masci as an officer of the company and a reporting person for insider holdings. The data provided shows no reported purchases, sales, gifts, or other share transactions in this filing.
Rumble Inc. general counsel Maurice F. Edelson received equity-based compensation consisting of stock options and restricted stock units. On 2026-03-10, he was granted an option for 435,204 shares of Class A common stock at an exercise price of $5.23 per share, expiring on 2036-03-10. The option vests in four substantially equal annual installments beginning on the first anniversary of the grant date.
He was also granted 95,602 restricted stock units vesting in four substantially equal annual installments and 350,201 restricted stock units vesting in five substantially equal annual installments, each starting on the first anniversary of the grant date. Following these grants, he directly holds 445,803 shares of Class A common stock and 435,204 stock options, reflecting compensation awards rather than open-market purchases.
Rumble Inc. disclosed that its General Counsel and Corporate Secretary, Maurice F. Edelson, filed an initial statement of beneficial ownership on Form 3. The filing lists no reported transactions or holdings data in the available summary, serving mainly to identify him as a reporting insider.
Rumble Inc. disclosed that Chief Executive Officer Christopher Pavlovski received new equity awards on March 10, 2026. He was granted stock options for 1,115,559 shares of Class A common stock at an exercise price of $5.23 per share and 241,784 restricted stock units.
Both the stock options and RSUs were granted at $0.00 per share on the grant date and represent compensation awards rather than open-market purchases. According to the filing, the options and RSUs each vest in four substantially equal annual installments beginning on the first anniversary of the grant date.
Rumble Inc. Chief Financial Officer Brandon Alexandroff received new equity awards. He was granted stock options for 220,670 shares of Class A common stock at an exercise price of $5.23 per share and 47,827 restricted stock units. Both awards vest in four equal annual installments starting on the first anniversary of the March 10, 2026 grant date.
Following these grants, he holds 132,926 shares of Class A common stock directly and options covering 220,670 underlying shares, reinforcing equity-based compensation tied to multi‑year service.
Rumble Inc. Chief Content Officer Ramolo Claudio reported equity compensation awards. He received a stock option for 198,603 shares of Class A common stock at an exercise price of $5.23 per share, vesting in three substantially equal annual installments beginning on the first anniversary of the grant date and expiring on March 10, 2036.
He also received 43,045 restricted stock units that vest in three substantially equal annual installments beginning on the first anniversary of the grant date. Following these awards, he directly holds 62,342 shares of Class A common stock, reflecting a larger long-term equity stake tied to multi‑year vesting.
Rumble Inc. reported that Chief Technology Officer Wojciech Hlibowicki received new equity awards. He was granted a stock option covering 435,447 shares of Class A common stock at an exercise price of $5.23 per share, expiring on March 10, 2036. The option vests in four substantially equal annual installments beginning on the first anniversary of the grant date. He also received 95,655 restricted stock units that vest on the same four-year schedule. Following the grant, his directly owned Class A common stock holdings total 180,754 shares.