Form 4 for PTRN Pattern Group Inc.

Accepted 2025-09-24 00:00:00 ET · period of report 2025-09-22 · accession 0001628280-25-042680 · SEC index · Original document

Summary rows

Aggregated the way they appear in lists: one row per insider, transaction code and security table.

X	Filed	Traded	Ticker	Insider	Title	Type	Price	Qty	Owned	ΔOwn	Value
DMI	2025-09-24	2025-09-22	PTRN	Wright David K.	CEO, Dir, 10%	S - Sale	$13.02	-9.41M	29.42M	-24%	-$122.57M
DMI	2025-09-24	2025-09-22	PTRN	Wright David K.	CEO, Dir, 10%	J - Other	—	+84.13M	0	New	—
DM	2025-09-24	2025-09-22	PTRN	Wright David K.	CEO, Dir, 10%	J - Other	—	0	292.8K	New	—
DMI	2025-09-24	2025-09-22	PTRN	Wright David K.	CEO, Dir, 10%	J - Other	—	-67.43M	8.68M	-89%	—
DM	2025-09-24	2025-09-22	PTRN	Wright David K.	CEO, Dir, 10%	J - Other	—	+2.34M	0	New	—

Purchase Sale Sale after option exercise All abbreviations

Every reported transaction

#	Table	Security	Date	Code	A/D	Shares	Price	Owned after	Own	Exercise / expiry	Underlying	Footnotes
1	Common	Series A Common Stock	2025-09-22	S	D	5,694,671	$13.02	45,297,280	I By Alder Irrevocable Trust	—	—	(F5) The shares were sold in the Offering pursuant to an underwriting agreement by and among the Issuer, the representatives of the underwriters and the selling stockholders named therein, dated September 18, 2025. The price of $13.02 represents the $14.00 Offering price per share of Series A Common Stock of the Issuer less the underwriting discounts and commissions of $0.98 per share, for shares sold to the underwriters pursuant to the Offering. (F6) These shares are owned directly by the Alder Irrevocable Trust dated December 5, 2019, of which David K. Wright and his spouse, Melanie Alder, are trustees. Each of David K. Wright and Melanie Alder disclaims beneficial ownership of these securities, except to the extent, if any, of their pecuniary interest therein, and the filing of this Form 4 is not an admission that any person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
2	Common	Series A Common Stock	2025-09-22	J	A	50,991,951	—	50,991,951	I By Alder Irrevocable Trust	—	—	(F3) Each share of Founder Non-Voting Preferred Stock was reclassified into 1.219391493 shares of Series A Common Stock immediately prior to the completion of the Offering. (F6) These shares are owned directly by the Alder Irrevocable Trust dated December 5, 2019, of which David K. Wright and his spouse, Melanie Alder, are trustees. Each of David K. Wright and Melanie Alder disclaims beneficial ownership of these securities, except to the extent, if any, of their pecuniary interest therein, and the filing of this Form 4 is not an admission that any person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
3	Common	Series A Common Stock	2025-09-22	J	A	33,138,200	—	33,138,200	I	—	—	(F3) Each share of Founder Non-Voting Preferred Stock was reclassified into 1.219391493 shares of Series A Common Stock immediately prior to the completion of the Offering.
4	Common	Series A Common Stock	2025-09-22	J	A	97,593	—	97,593	I By Wright Irrevocable Trust	—	—	(F1) Pursuant to a reclassification exempt under Rule 16b-7 of the Securities Exchange Act of 1934, as amended, each share of Common Stock, $0.001 par value per share ("Common Stock"), was reclassified into one share of Series A Common Stock, $0.001 par value per share ("Series A Common Stock"), immediately prior to the completion of the Issuer's initial public offering of Series A Common Stock (the "Offering"). (F4) These shares are owned directly by the Wright Irrevocable Trust dated December 5, 2019, of which David K. Wright and his spouse, Melanie Alder, are trustees. Each of David K. Wright and Melanie Alder disclaims beneficial ownership of these securities, except to the extent, if any, of their pecuniary interest therein, and the filing of this Form 4 is not an admission that any person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
5	Common	Series A Common Stock	2025-09-22	S	D	3,719,615	$13.02	29,418,585	I	—	—	(F5) The shares were sold in the Offering pursuant to an underwriting agreement by and among the Issuer, the representatives of the underwriters and the selling stockholders named therein, dated September 18, 2025. The price of $13.02 represents the $14.00 Offering price per share of Series A Common Stock of the Issuer less the underwriting discounts and commissions of $0.98 per share, for shares sold to the underwriters pursuant to the Offering.
6	Common	Common Stock	2025-09-22	J	D	292,781	—	0	D By spouse	—	—	(F1) Pursuant to a reclassification exempt under Rule 16b-7 of the Securities Exchange Act of 1934, as amended, each share of Common Stock, $0.001 par value per share ("Common Stock"), was reclassified into one share of Series A Common Stock, $0.001 par value per share ("Series A Common Stock"), immediately prior to the completion of the Issuer's initial public offering of Series A Common Stock (the "Offering"). (F2) David K. Wright's spouse, Melanie Alder, is a director and the Chief Strategy Officer of the Issuer.
7	Common	Common Stock	2025-09-22	J	D	97,593	—	0	I By Wright Irrevocable Trust	—	—	(F1) Pursuant to a reclassification exempt under Rule 16b-7 of the Securities Exchange Act of 1934, as amended, each share of Common Stock, $0.001 par value per share ("Common Stock"), was reclassified into one share of Series A Common Stock, $0.001 par value per share ("Series A Common Stock"), immediately prior to the completion of the Issuer's initial public offering of Series A Common Stock (the "Offering"). (F4) These shares are owned directly by the Wright Irrevocable Trust dated December 5, 2019, of which David K. Wright and his spouse, Melanie Alder, are trustees. Each of David K. Wright and Melanie Alder disclaims beneficial ownership of these securities, except to the extent, if any, of their pecuniary interest therein, and the filing of this Form 4 is not an admission that any person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
8	Common	Series A Common Stock	2025-09-22	J	A	292,781	—	292,781	D By spouse	—	—	(F1) Pursuant to a reclassification exempt under Rule 16b-7 of the Securities Exchange Act of 1934, as amended, each share of Common Stock, $0.001 par value per share ("Common Stock"), was reclassified into one share of Series A Common Stock, $0.001 par value per share ("Series A Common Stock"), immediately prior to the completion of the Issuer's initial public offering of Series A Common Stock (the "Offering"). (F2) David K. Wright's spouse, Melanie Alder, is a director and the Chief Strategy Officer of the Issuer.
9	Derivative	Founder Voting Preferred Stock	2025-09-22	J	D	7,115,543	—	0	I	— · — to —	8,676,632 See footnotes	(F9) Each share of Founder Voting Preferred Stock was reclassified into 1.219391493 shares of Series B Common Stock immediately prior to the completion of the Offering. (F8) Each share of Founder Voting Preferred Stock was convertible into, subject to certain anti-dilution adjustments dependent on the Offering price, (i) one share of Common Stock or (ii) one share of Founder Non-Voting Preferred Stock, at any time at the option of the holder. The shares of Founder Voting Preferred Stock had no expiration date.
10	Derivative	Series B Common Stock	2025-09-22	J	A	13,025,878	—	13,025,878	D By spouse	— · — to —	13,025,878 Series A Common Stock	(F10) Each share of Series B Common Stock is convertible into one share of Series A Common Stock at the option of the holder at any time. Each share of Series B Common Stock will automatically convert into one share of Series A Common Stock upon certain transfers and the occurrence of certain events described in the Issuer's amended and restated certificate of incorporation. (F2) David K. Wright's spouse, Melanie Alder, is a director and the Chief Strategy Officer of the Issuer.
11	Derivative	Founder Voting Preferred Stock	2025-09-22	J	D	10,682,278	—	0	D By spouse	— · — to —	13,025,878 See footnotes	(F9) Each share of Founder Voting Preferred Stock was reclassified into 1.219391493 shares of Series B Common Stock immediately prior to the completion of the Offering. (F2) David K. Wright's spouse, Melanie Alder, is a director and the Chief Strategy Officer of the Issuer. (F8) Each share of Founder Voting Preferred Stock was convertible into, subject to certain anti-dilution adjustments dependent on the Offering price, (i) one share of Common Stock or (ii) one share of Founder Non-Voting Preferred Stock, at any time at the option of the holder. The shares of Founder Voting Preferred Stock had no expiration date.
12	Derivative	Founder Non-Voting Preferred Stock	2025-09-22	J	D	27,176,014	—	0	I By Alder Irrevocable Trust	— · — to —	33,138,200 See footnotes	(F3) Each share of Founder Non-Voting Preferred Stock was reclassified into 1.219391493 shares of Series A Common Stock immediately prior to the completion of the Offering. (F6) These shares are owned directly by the Alder Irrevocable Trust dated December 5, 2019, of which David K. Wright and his spouse, Melanie Alder, are trustees. Each of David K. Wright and Melanie Alder disclaims beneficial ownership of these securities, except to the extent, if any, of their pecuniary interest therein, and the filing of this Form 4 is not an admission that any person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose. (F7) Each share of Founder Non-Voting Preferred Stock was convertible into, subject to certain anti-dilution adjustments dependent on the Offering price, (i) one share of Common Stock or (ii) in contemplation of an Offering, one share of Founder Voting Preferred Stock, at any time at the option of the holder. The shares of Founder Non-Voting Preferred Stock had no expiration date.
13	Derivative	Founder Non-Voting Preferred Stock	2025-09-22	J	D	41,817,539	—	0	I By Wright Irrevocable Trust	— · — to —	50,991,951 See footnotes	(F3) Each share of Founder Non-Voting Preferred Stock was reclassified into 1.219391493 shares of Series A Common Stock immediately prior to the completion of the Offering. (F4) These shares are owned directly by the Wright Irrevocable Trust dated December 5, 2019, of which David K. Wright and his spouse, Melanie Alder, are trustees. Each of David K. Wright and Melanie Alder disclaims beneficial ownership of these securities, except to the extent, if any, of their pecuniary interest therein, and the filing of this Form 4 is not an admission that any person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose. (F7) Each share of Founder Non-Voting Preferred Stock was convertible into, subject to certain anti-dilution adjustments dependent on the Offering price, (i) one share of Common Stock or (ii) in contemplation of an Offering, one share of Founder Voting Preferred Stock, at any time at the option of the holder. The shares of Founder Non-Voting Preferred Stock had no expiration date.
14	Derivative	Series B Common Stock	2025-09-22	J	A	8,676,632	—	8,676,632	I	— · — to —	8,676,632 Series A Common Stock	(F10) Each share of Series B Common Stock is convertible into one share of Series A Common Stock at the option of the holder at any time. Each share of Series B Common Stock will automatically convert into one share of Series A Common Stock upon certain transfers and the occurrence of certain events described in the Issuer's amended and restated certificate of incorporation.