Form 4: Buster Clifford Reports 70,134 SGI Share Disposition; Retains 499,999 Total

Q: What did the Form 4 filed for SGI (SomniGroup International) disclose?

The Form 4 reports that Buster H Clifford III sold 70,134 shares of SGI on 08/19/2025 at a weighted-average price of $81.1956 and now holds 210,621 shares directly plus 289,379 shares indirectly via a family trust.

Q: Who is the reporting person on this Form 4 for SGI?

The reporting person is Buster H Clifford III , identified as an officer (noted as CEO of Tempur Sealy in the form).

Q: How many SGI shares does the reporting person control after the sale?

After the reported transactions the filing shows 210,621 shares directly owned and 289,379 shares held indirectly through the Buster Family Trust.

Filing Impact

(Very High)

Filing Sentiment

(Very Negative)

Form Type

Rhea-AI Filing Summary

Reporting person: Buster H Clifford III, identified as an officer (CEO of Tempur Sealy) filed a Form 4 reporting stock sales in SomniGroup International Inc. (SGI).
Transaction: On 08/19/2025 the reporting person sold 70,134 shares of SGI common stock at a weighted-average price of $81.1956 per share (sales occurred across prices ranging from $80.8536 to $81.7486). The filer offers to provide detailed per-price quantities on request.
Post-transaction holdings: The filing shows the reporting person holds 210,621 shares directly and has 289,379 shares held indirectly through the Buster Family Trust (the reporting person is trustee; spouse is sole beneficiary).

Positive

Continued substantial ownership: reporting person retains 210,621 shares directly and 289,379 shares indirectly via a family trust
Transparent disclosure: weighted-average sale price provided and filer offers to disclose per-price quantities on request

Negative

Insider sale: 70,134 shares were disposed of on 08/19/2025 at a weighted-average price of $81.1956, which may be perceived negatively by investors

Insights

TL;DR: Insider sale disclosed; filer retains substantial direct and indirect holdings via family trust.

The Form 4 documents an insider sale of 70,134 SGI shares executed on 08/19/2025 at a weighted-average price of $81.1956. While the sale reduces the reporting person\'s direct position, the filing explicitly shows continued meaningful ownership: 210,621 shares held directly and 289,379 shares held indirectly in a family trust for which the reporting person is trustee. From a governance perspective, the disclosure is routine and compliant; the filing provides a footnote offering to supply per-price quantities, which supports transparency.

TL;DR: Material insider sale reported; the market may view this as a mildly negative signal despite retained ownership.

The reported sale of 70,134 shares at an average price of $81.1956 on 08/19/2025 is a notable insider transaction. The filing includes explicit price ranges ($80.8536 to $81.7486) and indicates the reporting person retains 210,621 shares directly plus 289,379 indirectly via a family trust. This combination of a sizable sale with continued substantial ownership is mixed in signal: it is a realized disposition but not a full exit. The disclosure meets Form 4 requirements and supplies sufficient detail for further analysis.

Insider Trade Summary

Net Seller: 70,134 shares ($5,694,572)

Net Sell 2 txns

Insider BUSTER H CLIFFORD III

Role CEO of Tempur Sealy

Sold 70,134 shs ($5.69M)

Type	Security	Shares	Price	Value
Sale	Common Stock	70,134	$81.1956	$5.69M
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 210,621 shares (Direct); Common Stock — 289,379 shares (Indirect, Buster Family Trust)

Footnotes (1)

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $80.8536 to $81.7486. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. These shares of SGI common stock are held by a family trust of which the reporting person is trustee. The reporting person's spouse is the sole beneficiary of the trust.

Form 4 Insider Transactions: What Each Field Means →

08/20/2025 - 04:29 PM

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^*

BUSTER H CLIFFORD III

(Last)

(First)

(Middle)

C/O SOMNIGROUP NTERNATIONAL INC.

1000 TEMPUR WAY

(Street)

LEXINGTON

40511

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
SOMNIGROUP INTERNATIONAL INC. [ SGI ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	CEO of Tempur Sealy

3. Date of Earliest Transaction (Month/Day/Year)
08/19/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	08/19/2025		S		70,134	D	$81.1956⁽¹⁾	210,621	D
Common Stock								289,379	I	Buster Family Trust⁽²⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $80.8536 to $81.7486. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

2. These shares of SGI common stock are held by a family trust of which the reporting person is trustee. The reporting person's spouse is the sole beneficiary of the trust.

Remarks:

	/s/ Bhaskar Rao Attorney-in-Fact	08/20/2025
	** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did the Form 4 filed for SGI (SomniGroup International) disclose?

The Form 4 reports that Buster H Clifford III sold 70,134 shares of SGI on 08/19/2025 at a weighted-average price of $81.1956 and now holds 210,621 shares directly plus 289,379 shares indirectly via a family trust.

Who is the reporting person on this Form 4 for SGI?

The reporting person is Buster H Clifford III, identified as an officer (noted as CEO of Tempur Sealy in the form).

At what prices were the SGI shares sold?

The filing states the shares were sold at prices ranging from $80.8536 to $81.7486, with a weighted-average price of $81.1956.

How many SGI shares does the reporting person control after the sale?

After the reported transactions the filing shows 210,621 shares directly owned and 289,379 shares held indirectly through the Buster Family Trust.

Does the filing provide more detail on per-price quantities for the sale?

Yes. Footnote 1 states the reporting person will provide detailed information on the number of shares sold at each separate price within the disclosed range upon request.