Aclarion CEO granted 100,000 RSUs

Ness Brent reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Ness Brent reported acquisition or exercise transactions in this Form 4 filing.

Aclarion, Inc. reported that Chief Executive Officer Brent Ness received an equity award in the form of 100,000 restricted stock units (RSUs) on June 11, 2026 under the company’s equity incentive plan. Each RSU represents a right to receive one share of ACON common stock.

The Form 4 shows the RSUs at a grant price of $0.00 per unit, reflecting a compensation award rather than a market purchase. All of the RSUs are scheduled to vest on June 1, 2027, and any unvested RSUs will fully vest if a change of control occurs as defined in the plan. Following this grant, Ness is shown holding 106,300 common shares directly.

Insider Trade Summary

Grant/Award: 100,000 shares

Grant/Award 1 txn

Insider Ness Brent

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	100,000	$0.00	$0.00

Holdings After Transaction: Common Stock — 106,300 shares (Direct)

Footnotes (2)

1. F1. The shares reported are restricted stock units ("RSUs") granted 6/11/2026 under the Company's equity incentive plan. Each RSU represents a contingent right to receive one share of ACON common stock.
2. F2. 100% of the RSUs shall vest on 6/1/2027. Any outstanding and unvested RSUs will also accelerate and fully vest upon a change of control (as defined in the Company's equity incentive plan).

Key Figures

RSU grant size: 100,000 units Grant price: $0.00 per unit Vesting date: June 1, 2027 +2 more

5 metrics

RSU grant size 100,000 units Restricted stock units granted on June 11, 2026

Grant price $0.00 per unit Stated price for RSU award

Vesting date June 1, 2027 100% of RSUs vest on this date

Post-transaction holdings 106,300 shares Common stock held directly after grant

Change-of-control vesting Full acceleration Unvested RSUs fully vest upon change of control

Key Terms

restricted stock units ("RSUs"), equity incentive plan, contingent right, change of control

4 terms

restricted stock units ("RSUs") financial

"The shares reported are restricted stock units ("RSUs") granted 6/11/2026"

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

equity incentive plan financial

"RSUs granted 6/11/2026 under the Company's equity incentive plan."

An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.

contingent right financial

"Each RSU represents a contingent right to receive one share"

change of control financial

"RSUs will also accelerate and fully vest upon a change of control"

A change of control occurs when the ownership or management of a company shifts significantly, such as through a sale, merger, or acquisition, resulting in new leadership or ownership structure. This change can impact the company's direction and decision-making, which is important for investors because it may affect the company's stability, strategy, and future prospects.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Aclarion (ACON) report for CEO Brent Ness?

Aclarion reported that CEO Brent Ness received a grant of 100,000 restricted stock units as equity compensation. The RSUs were awarded at a stated price of $0.00 per unit and represent a right to receive common shares in the future, subject to vesting conditions.

When do Brent Ness’s 100,000 Aclarion (ACON) RSUs vest?

All 100,000 RSUs granted to Brent Ness are scheduled to vest on June 1, 2027. This single cliff-vesting date means he receives the underlying common shares at once, assuming he satisfies the equity incentive plan’s conditions through that vesting date.

How many Aclarion (ACON) shares does Brent Ness hold after this Form 4?

After the reported RSU grant, the Form 4 shows Brent Ness holding 106,300 shares of Aclarion common stock directly. This figure reflects his reported ownership following the transaction and provides context for the size of the 100,000-unit RSU compensation award.

What happens to Brent Ness’s Aclarion (ACON) RSUs if there is a change of control?

Any outstanding and unvested RSUs awarded to Brent Ness will accelerate and fully vest upon a change of control, as defined in Aclarion’s equity incentive plan. This provision ensures his RSU compensation is preserved if the company undergoes a qualifying corporate transaction.

Is Brent Ness’s Aclarion (ACON) RSU grant a market purchase of stock?

No, the RSU grant is not a market purchase. The 100,000 RSUs were awarded at a price of $0.00 per unit as part of Aclarion’s equity incentive compensation. They convert into common shares later, once the vesting and any plan conditions are satisfied.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/12/2026 - 04:30 PM EDT Learn about SEC filing dates

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Ness Brent

(Last) (First) (Middle)

C/O ACLARION, INC.

8181 ARISTA PLACE, SUITE 100

(Street)

BROOMFIELD COLORADO 80021

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Aclarion, Inc. [ ACON ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/11/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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
Common Stock	06/11/2026		A		100,000(1)(2)	A	$0.00	106,300	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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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

Explanation of Responses:

1. The shares reported are restricted stock units ("RSUs") granted 6/11/2026 under the Company's equity incentive plan. Each RSU represents a contingent right to receive one share of ACON common stock.

2. 100% of the RSUs shall vest on 6/1/2027. Any outstanding and unvested RSUs will also accelerate and fully vest upon a change of control (as defined in the Company's equity incentive plan).

	/s/ Brent Ness	06/12/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)