Changes in Beneficial Ownership · 4
Pershing Square Inc.
PSNYSEEQUITYCurrent
Changes in Beneficial Ownership
Structured filing — 4
form4.xml
Filing details
- Report period
- 2026-04-28
- Issuer
- PERSHING SQUARE INC.
- Issuer CIK
- 0002026053
- Trading symbol
- PS
Reporting owner 1
- Name
- Gonnella Michael
- Reporting owner CIK
- 0001831649
- Relationship
- Officer
- Officer title
- Chief Financial Officer
- Address
- C/O PERSHING SQUARE INC.,, 787 ELEVENTH AVENUE, 9TH FLOOR, NEW YORK, NY, 10019
Non-derivative transactions
| Security | Transaction date | Code | Amount | A / D | Price (USD) | Owned after | Ownership |
|---|---|---|---|---|---|---|---|
| Common Stock | 2026-04-30 | D · Form 4[F1][F2] | 192,426 | D | 0 | 2,606,804 | D |
| Common Stock | 2026-04-30 | J · Form 4[F1][F3] | 20,000 | A | [F3] | 2,626,804 | D |
Table key
- D · Form 4
- Disposition to the issuer under Rule 16b-3(e)
- D
- Direct
- J · Form 4
- Other acquisition or disposition; see explanation
- A
- Acquired
Derivative transactions
| Security | Conversion / exercise price (USD) | Transaction date | Code | Amount | A / D | Price (USD) | Exercisable | Expires | Underlying security | Underlying shares | Owned after | Ownership |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| M Units of Pershing Square Partner Group, LLC | [F4][F5][F6] | 2026-04-28 | A · Form 4 | 5,598,461 | A | [F4][F5][F6] | [F4][F5][F6] | [F4][F5][F6] | Common Stock | 5,213,610 | 5,598,461 | D |
Table key
- A · Form 4
- Acquisition by grant, award or otherwise under Rule 16b-3(d)
- A
- Acquired
- D
- Direct
Footnotes
- F1
- On April 30, 2026, the Issuer and Pershing Square USA, Ltd. ("PSUS") completed a combined transaction, consisting of (i) an initial public offering (the "PS IPO") and a concurrent private placement of Issuer common stock and (ii) an initial public offering (the "PSUS IPO" and together with the PS IPO, the "combined IPO") and a concurrent private placement of PSUS's Common Shares of Beneficial Interest ("PSUS Common Shares") (collectively, the "combined transaction").↩ 1↩ 2
- F2
- Pursuant to the Amended and Restated Purchase Price Adjustment Agreement (the "A&R Purchase Price Adjustment Agreement") by and among the Issuer, Pershing Square Partner Group, LLC ("PSPG") and the other parties thereto (including the Reporting Person), PSPG and other parties thereto (including the Reporting Person) contributed Issuer common stock to the Issuer in an aggregate amount equal to the number of shares of Issuer common stock issued in connection with the combined transaction. Each party's contribution ("Purchase Price Adjustment Contribution") corresponds to such party's pro rata share of the aggregate number of shares of Issuer common stock held by the parties as of immediately prior to the completion of the combined transaction.↩ 1
- F3
- Reflects the acquisition of Issuer common stock in connection with the combined IPO. In connection with the PS IPO, each initial investor acquired 1 share of Issuer common stock for no additional consideration for every 5 PSUS Common Shares that the investor purchased in the PSUS IPO.↩ 1↩ 2
- F4
- These M Units ("M Units") of PSPG were granted to the Reporting Person pursuant to an amendment of PSPG's governing document on a pro rata basis of the Reporting Person's prior interest in PSPG on April 28, 2026. The M Units are unvested and subject to vesting and forfeiture. The standard vesting schedule for M Units provides for vesting (i) 6.25% each year during years 1 to 4, (ii) 8.33% each year during years 5 to 7, and (iii) 16.67% each year during years 8 to 10. The grant was approved by the board of directors of the Issuer in accordance with Rule 16b-3 under the Securities Exchange Act of 1934, as amended.↩ 1↩ 2↩ 3↩ 4
- F5
- Upon vesting, each M Unit may be redeemed by the holder, subject to certain conditions, for shares of Issuer common stock held by PSPG on a one-for-one basis, subject to certain adjustments pursuant to the terms approved by the board of directors of the Issuer. These redemption rights do not expire.↩ 1↩ 2↩ 3↩ 4
Signature 1
- Signed
- By: /s/ Halit Coussin, attorney-in-fact
- Date
- 2026-05-04
Company context
We are an alternative asset management company that manages pools of permanent capital invested in long-term, high-return investment strategies. Our growth is principally driven by the long-term compounding of our assets under management and the opportunistic launch of new permanent capital vehicles that enable us to pursue new investment verticals or to pursue our core investment strategies in new jurisdictions.