GlobalFoundries Inc. (NASDAQ: GFS) disclosed that Azar Samak L, the company's Chief Legal Officer, sold 335 ordinary shares on July 23, 2026, at $57.12 per share under a pre-arranged Rule 10b5-1 trading plan. The transaction, filed with the Securities and Exchange Commission on July 27, 2026, reduced Samak's direct beneficial ownership to 12,144 shares. The sale was executed pursuant to a written plan adopted by the reporting person, a mechanism that allows company insiders to establish predetermined trading schedules compliant with securities regulations.
Key Points
- NASDAQ: GFS
- Chief Legal Officer Azar Samak L sold 335 ordinary shares at $57.12 per share on July 23, 2026
- Remaining beneficial ownership: 12,144 ordinary shares held directly by Samak
- Transaction executed under a Rule 10b5-1 trading plan adopted by the reporting person
Insider Transaction Details and Execution Price
The disclosure filed by GlobalFoundries reveals that Chief Legal Officer Azar Samak L completed a securities sale on July 23, 2026, representing a routine insider transaction. The reporting person sold 335 ordinary shares at a price of $57.12 per share, with the transaction officially recorded and filed four days later on July 27, 2026. The sale resulted in a total transaction value of approximately $19,135 based on the disclosed share price and quantity.
Samak's role at GlobalFoundries as Chief Legal Officer places the executive among the company's senior leadership team. The transaction reflects activity by a high-ranking officer with significant responsibilities in legal and regulatory compliance matters. The filing confirms that the sale was effected as a direct transaction, meaning the shares were held and sold directly by Samak rather than through any indirect ownership structure or intermediary arrangement.
Rule 10b5-1 Trading Plan Governance
The sale was executed pursuant to a Rule 10b5-1 trading plan that Samak had previously adopted, a mechanism designed to provide company insiders with a structured framework for securities transactions. Under Securities and Exchange Commission rules, a Rule 10b5-1 plan allows officers, directors, and other insiders to establish written contracts, instructions, or plans for purchasing or selling securities at predetermined times and prices. This approach is intended to help insiders comply with insider trading regulations by removing the discretion that might otherwise create concerns about trading on material nonpublic information.
By adopting such a plan before executing trades, insiders like Samak demonstrate adherence to regulatory requirements and corporate governance standards. The filing notes that the transaction was made pursuant to a contract, instruction, or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). This designation is significant for regulatory compliance and indicates that the sale followed a predetermined schedule established in advance by the reporting person.
Beneficial Ownership Position After the Sale
Following the completion of the 335-share sale, Samak's direct beneficial ownership in GlobalFoundries stands at 12,144 ordinary shares. This represents the total number of shares held directly by the Chief Legal Officer at the time the Form 4 was filed. The filing distinguishes between direct and indirect beneficial ownership, and in this case, all 12,144 shares are held in direct form, meaning Samak has full control and beneficial interest in these securities without any intermediary entity or arrangement.
The disclosure does not indicate whether Samak holds any additional shares indirectly through trusts, partnerships, family entities, or other structures. For regulatory purposes, beneficial ownership encompasses both shares owned outright and those over which an individual has voting or dispositive power, even if held indirectly. The Form 4 filing specifically addresses the securities acquired, disposed of, or beneficially owned, and the table structure clarifies that all 12,144 shares are marked as direct beneficial ownership.
Executive Leadership and Officer Status
Azar Samak L's position as Chief Legal Officer at GlobalFoundries reflects a senior executive role responsible for legal strategy, regulatory compliance, and corporate governance matters. Officers at this level typically oversee all legal affairs of the company, including securities law compliance, litigation, and regulatory interactions with government agencies. The reporting person's address is listed as 400 Stone Break Road Extension, Malta, New York 12020, which may represent either a business or residential address on file with the company.
Senior officers including the Chief Legal Officer are subject to Section 16 reporting requirements under the Securities Exchange Act of 1934, which mandate disclosure of changes in beneficial ownership. These reporting obligations apply to officers, directors, and beneficial owners of more than 10 percent of a company's equity securities. The Form 4 filing represents Samak's compliance with these disclosure requirements, allowing investors and the public to track trading activity by company insiders.
Timing and Filing Procedures
The transaction occurred on July 23, 2026, and was formally reported to the Securities and Exchange Commission via Form 4 filing on July 27, 2026. SEC rules require that changes in beneficial ownership be reported within two business days of the transaction date. The Form 4 document was signed by Angela Corsilles, identified as attorney-in-fact for the reporting person, on the July 27, 2026 filing date, indicating that Corsilles had been granted power of attorney to execute the disclosure on Samak's behalf.
Form 4 filings are made available to the public through the SEC's EDGAR (Electronic Data Gathering, Organized Retrieval) system, providing real-time transparency regarding insider transactions. These filings are routinely analyzed by investors, analysts, and researchers seeking insight into company insiders' confidence levels and trading patterns. The public availability of insider transaction data allows market participants to make informed assessments of executive and officer activity.
Securities Held and Ownership Classification
The ordinary shares discussed in this filing represent common equity securities of GlobalFoundries Inc., providing Samak with voting rights and claims on the company's earnings and assets. The 335 shares sold represented a relatively modest reduction in the reporting person's total holdings, suggesting that the transaction may represent a periodic or planned rebalancing of the executive's investment portfolio rather than a substantial change in commitment to the company.
The filing specifically states that no amendment to an original filing was necessary, indicating that this Form 4 represents a primary disclosure of the transaction with no corrections or revisions required. All transactions reported are non-derivative securities, meaning they involve direct purchases or sales of ordinary shares rather than options, warrants, or other derivative instruments that might have conditional exercise prices or expiration dates.
Regulatory Compliance and Disclosure Requirements
The form explicitly confirms that Samak is an officer of GlobalFoundries and remains subject to Section 16 reporting requirements. The checkbox indicating officer status was selected, establishing Samak's classification for purposes of insider transaction reporting. The disclosure was filed as a single-person form, meaning only one reporting person provided information in this particular filing, rather than a joint or group filing involving multiple insiders.
The filing includes a specific notation regarding the Rule 10b5-1 plan, which serves as an important compliance marker for securities regulators and investors. This notation demonstrates that the company and the reporting person have adhered to procedural requirements intended to prevent insider trading violations. The SEC's OMB approval number and estimated burden hours listed on the form reflect regulatory oversight of the disclosure process itself.
Investor Considerations and Market Context
Insider transactions at publicly traded companies are often monitored by investors seeking additional perspective on company fundamentals and executive confidence. The immediate share price impact was not clear from available public information regarding this specific transaction. Trading activity by senior officers may be interpreted differently depending on market conditions, company performance, and the broader context of executive compensation and portfolio management strategies.
The Rule 10b5-1 plan structure under which this transaction was conducted is specifically designed to allow insiders to execute predetermined trades without concerns about trading on material nonpublic information. This mechanism is commonly used by company officers and directors to diversify holdings, manage tax situations, or execute compensation-related transactions in a manner that complies with securities laws. The fact that Samak's sale was conducted under such a plan indicates regulatory adherence and planned execution rather than reactive decision-making.
Public Disclosure and Transparency Standards
GlobalFoundries' disclosure of this insider transaction through Form 4 filings reflects broader corporate governance standards and securities law requirements that enhance market transparency. Public companies are required to maintain systems for tracking and promptly reporting changes in beneficial ownership by officers, directors, and other insiders. These reporting obligations serve investor protection by ensuring that material information regarding executive trading activity reaches the public in a timely manner.
The Form 4 filing process requires certification by the reporting person or their authorized representative, creating a legal obligation to provide accurate and complete information. Intentional misstatements or omissions on Form 4 filings constitute federal criminal violations under applicable law, underscoring the seriousness and enforceability of these disclosure requirements. Investors reviewing these filings can rely on the legal framework surrounding their preparation and submission to the SEC.



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