Sec Form 3 Filing - Siegel Andrew N @ Galaxy Digital Inc. - 2025-05-15

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Siegel Andrew N
2. Issuer Name and Ticker or Trading Symbol
Galaxy Digital Inc. [ GLXY]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
General Counsel & CCO
(Last) (First) (Middle)
C/O GALAXY DIGITAL INC., 300 VESEY STREET
3. Date of Earliest Transaction (MM/DD/YY)
05/15/2025
(Street)
NEW YORK, NY10282
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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)
Code V Amount (A) or (D) Price
Class A Common Stock 479,896 ( 1 ) D
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options $ 16.45 ( 4 ) ( 2 ) 03/31/2030 Class A Common Stock 34,106 D
Class B Common Stock ( 3 ) ( 3 ) ( 3 ) Class A Common Stock 223,169 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Siegel Andrew N
C/O GALAXY DIGITAL INC.
300 VESEY STREET
NEW YORK, NY10282
General Counsel & CCO
Signatures
/s/ Francesca Don Angelo, Attorney-in-Fact for Andrew Siegel 05/15/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Includes 83,385 shares of Class A Common Stock to be delivered in settlement of restricted share unit awards ("RSUs"). An RSU award was granted on March 29, 2023 where 24,851 are scheduled to vest on March 1, 2026. An RSU award was granted on March 27, 2024 where 17,820 are scheduled to vest on March 1, 2026 and 18,360 are scheduled to vest on March 1, 2027. 22,354 RSUs were granted on March 31, 2025 where 7,452 are scheduled to vest on March 1, 2026 and the remainder are scheduled to vest in equal quarterly installments thereafter (8 quarters). The RSU awards, in each case, are subject to continued service through the applicable vesting date.
( 2 )This option vests over three years from March 1, 2025, with 1/3 vesting on the each of the first three anniversaries of such date, subject to continued service through the relevant vesting date.
( 3 )Each share of Class B common stock will entitle its holder to one vote per share on all matters submitted to a vote of the issuer's stockholders. Initially, the issuer expects that the number of issued and outstanding shares of Class B common stock will be equal to the number of issued and outstanding LP Units of GDH LP not held by the issuer or one of its subsidiaries, and that such LP Units will be redeemable or exchangeable, on a one-for-one basis, for shares of Class A Common Stock.
( 4 )Conversion or Exercise price(s) represent Canadian Dollars.

Remarks:
Exhibit List - Exhibit 24 - Power of Attorney

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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