David K. Wright - 18 Sep 2025 Form 3 Insider Report for Pattern Group Inc. (PTRN)

Reporting relationship: Chief Executive Officer, Director, 10%+ Owner
Issuer ticker: PTRN
Reported as of: 18 Sep 2025
Net transaction value: $0
SEC form: 3
Accepted by SEC: 18 Sep 2025, 20:34:43 UTC
Prior SEC filing: 22 Sep 2025
Next SEC filing: 24 Sep 2025
Source filing: View source filing
Reporting owner signature: DAVID K. WRIGHT By: /s/ Allison Fletcher, Attorney-in-Fact for David K. Wright

Key filing fact

David K. Wright filed Form 3 for Pattern Group Inc. (PTRN) on 18 Sep 2025.

Key facts

This page summarizes David K. Wright's Form 3 filing for Pattern Group Inc. (PTRN).
0 reported transactions and 4 derivative rows are listed below.
Accepted by SEC: 18 Sep 2025, 20:34.

Change

Previous filing in this sequence was filed on 22 Sep 2025.
Current net transaction value: $0.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Official SEC source

Ownership activity is grounded in SEC Form 3 disclosures.

View source filing

Reporting Owners (4)

CIK 0002086238 Primary reporting owner

Wright David K.

Relationship: Chief Executive Officer, Director, 10%+ Owner
Address: C/O PATTERN GROUP INC., 1441 WEST INNOVATION WAY, SUITE 500, LEHI
Signature: DAVID K. WRIGHT By: /s/ Allison Fletcher, Attorney-in-Fact for David K. Wright
Signature date: 18 Sep 2025

CIK 0002085981

Alder Melanie

Relationship: Chief Strategy Officer, Director, 10%+ Owner
Address: C/O PATTERN GROUP INC., 1441 WEST INNOVATION WAY, SUITE 500, LEHI
Signature: MELANIE ALDER By: /s/ Allison Fletcher, Attorney-in-Fact for Melanie Alder
Signature date: 18 Sep 2025

CIK 0002086236

Wright Irrevocable Trust

Relationship: 10%+ Owner
Address: C/O PATTERN GROUP INC., 1441 WEST INNOVATION WAY, SUITE 500, LEHI
Signature: WRIGHT IRREVOCABLE TRUST By: /s/ Allison Fletcher, Attorney-in-Fact for David K. Wright, Trustee By: /s/ Allison Fletcher, Attorney-in-Fact for Melanie Alder, Trustee
Signature date: 18 Sep 2025

CIK 0002085975

Alder Irrevocable Trust

Relationship: 10%+ Owner
Address: C/O PATTERN GROUP INC., 1441 WEST INNOVATION WAY, SUITE 500, LEHI
Signature: ALDER IRREVOCABLE TRUST By: /s/ Allison Fletcher, Attorney-in-Fact for David K. Wright, Trustee By: /s/ Allison Fletcher, Attorney-in-Fact for Melanie Alder, Trustee
Signature date: 18 Sep 2025

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

PTRN holding

Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after: 375,000
Date: 18 Sep 2025
Ownership: Direct
Footnotes: F1, F2

PTRN holding

Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after: 125,000
Date: 18 Sep 2025
Ownership: By spouse
Footnotes: F1, F3, F4

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

PTRN holding Derivative

Founder Non-Voting Preferred Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date: 18 Sep 2025
Ownership: By Wright Irrevocable Trust
Underlying class: Common Stock or Founder Voting Preferred Stock
Underlying amount: 41,817,539
Exercise price
Footnotes: F5, F6, F7, F8

PTRN holding Derivative

Founder Non-Voting Preferred Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date: 18 Sep 2025
Ownership: By Alder Irrevocable Trust
Underlying class: Common Stock or Founder Voting Preferred Stock
Underlying amount: 27,176,014
Exercise price
Footnotes: F5, F6, F7, F9

PTRN holding Derivative

Founder Voting Preferred Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date: 18 Sep 2025
Ownership: Direct
Underlying class: Common Stock or Founder Non-Voting Preferred Stock
Underlying amount: 10,682,278
Exercise price
Footnotes: F5, F6, F10

PTRN holding Derivative

Founder Voting Preferred Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date: 18 Sep 2025
Ownership: By spouse
Underlying class: Common Stock or Founder Non-Voting Preferred Stock
Underlying amount: 7,115,543
Exercise price
Footnotes: F4, F5, F6, F10

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 10 footnotes

Footnote F1

Immediately prior to the completion of the Issuer's initial public offering of Series A Common Stock (the "Offering"), each share of Common Stock shall be reclassified into one share of Series A Common Stock.

Footnote F2

These shares represent an award of restricted stock units ("RSUs") granted on September 9, 2024 under the Pattern Group Inc. 2019 Equity Incentive Plan (the "2019 Plan"). Such award vests upon satisfaction of both (i) a time-based condition, which provides that the RSUs shall vest in two equal annual installments following September 1, 2024 and (ii) a performance-based condition, which is satisfied upon the occurrence of a change in control of the Issuer or the consummation of an initial public offering of the Issuer's equity securities, subject to David K. Wright's continuous service relationship with the Issuer through each applicable vesting date. Each RSU represents a contingent right to receive one share of Common Stock.

Footnote F3

These shares represent an award of RSUs granted on September 9, 2024 under the 2019 Plan. Such award vests upon satisfaction of both (i) a time-based condition, which provides that the RSUs shall vest in two equal annual installments following September 1, 2024 and (ii) a performance-based condition, which is satisfied upon the occurrence of a change in control of the Issuer or the consummation of an initial public offering of the Issuer's equity securities, subject to Melanie Alder's continuous service relationship with the Issuer through each applicable vesting date. Each RSU represents a contingent right to receive one share of Common Stock.

Footnote F4

David K. Wright's spouse, Melanie Alder, is a director and the Chief Strategy Officer of the Issuer.

Footnote F5

Immediately prior to the completion of the Offering, pursuant to the terms of the Issuer's amended and restated certificate of incorporation as currently in effect (the "Charter"), all 13,215,614 outstanding shares of Series B Preferred Stock shall automatically convert into 32,129,234 shares of Common Stock, after giving effect to certain anti-dilution adjustments dependent on the Offering price. Each share of Series B Preferred Stock shall convert into a number of shares of Series A Common Stock determined by dividing the original issue price of such share by the lesser of (a) the original issue price of such share (subject to certain anti-dilution adjustments) and (b) 50% of the Offering price per share in the Offering (the "Series B Preferred Special Conversion Ratio").

Footnote F6

(Continued) If application of the Series B Preferred Special Conversion Ratio would dilute the Founder Voting Preferred Stock and the Founder Non-Voting Preferred Stock (collectively, the "Founder Preferred Stock") by more than 3.33%, the Charter provides for an increase in the number of shares of Common Stock issuable upon conversion of the Founder Preferred Stock (including the Series A Common Stock and Series B Common Stock issuable in the reclassification of the Founder Preferred Stock) such that the dilution to the Founder Preferred Stock will be capped at 3.33%; however, no adjustment will be made for any incremental dilution that exceeds 9.00% (the "Founder Preferred Stock Adjustments"). The shares of Founder Preferred Stock have no expiration date.

Footnote F7

Immediately prior to the completion of the Offering, each share of Founder Non-Voting Preferred Stock shall be reclassified into a number of shares of Series A Common Stock, after giving effect to the Founder Preferred Stock Adjustments.

Footnote F8

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 3 is not an admission that any person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.

Footnote F9

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 3 is not an admission that any person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.

Footnote F10

Immediately prior to the completion of the Offering, each share of Founder Voting Preferred Stock shall be reclassified into a number of shares of Series B Common Stock, after giving effect to the Founder Preferred Stock Adjustments.

SEC remarks

Exhibit 24.1 - Power of Attorney for David K. Wright; Exhibit 24.2 - Power of Attorney for Melanie Alder; Exhibit 24.3 - Power of Attorney for the Wright Irrevocable Trust; and Exhibit 24.4 - Power of Attorney for the Alder Irrevocable Trust

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