[Form 4] Aclarion, Inc. Warrant Insider Trading Activity

Rhea-AI Filing Summary

Gregory A. Gould, Chief Financial Officer of Aclarion, Inc. (ticker shown as ACON), reported an option grant on a Form 4 filed 09/03/2025 for a transaction dated 09/02/2025. The filing shows an award of 17,000 stock options with an exercise price of $7.15. The options are reported as directly held and the underlying common stock amount is 17,000 shares.

The filing explains the vesting schedule: 25% vests on September 2, 2026, and the remaining 75% vests in 36 equal monthly installments thereafter. The derivative shows an expiration or related date of 09/02/2035 in the table and the reporting person signed the form on 09/03/2025.

Positive

• Grant of 17,000 stock options aligns CFO incentives with shareholder value creation
• Time-based vesting (25% after one year, then 36 monthly installments) promotes retention
• Direct beneficial ownership is clearly reported, showing transparency in insider holdings

Negative

• Vesting schedule delays full economic interest until after September 2, 2026 and over the following three years
• Filing does not disclose current total outstanding shares or percent ownership, limiting assessment of dilution or voting impact

Insights

Financial Analyst

TL;DR: CFO received a 17,000-option grant at $7.15 with multi-year vesting, aligning pay to future performance.

The grant of 17,000 options at a $7.15 strike creates potential upside if the share price rises above the strike before the option expiry. Vesting is staged with 25% after one year and the balance over three years, which ties compensation to multi-year retention and performance. The filing shows direct beneficial ownership of the options and an expiration-related date of 09/02/2035, indicating a long exercise window once vested. The disclosure is routine for executive equity compensation and is material to insider ownership metrics but does not include current total share counts or percent ownership, limiting immediate dilutive impact assessment.

Corporate Governance Expert

TL;DR: Standard executive option grant with time-based vesting; strengthens retention but delays full alignment.

From a governance perspective, the award follows common practice: time-based vesting with a one-year cliff of 25% followed by monthly vesting over three years. That structure supports executive retention while phasing potential dilution. The Form 4 properly reports the grant and signatures, demonstrating compliance with Section 16 reporting. The filing lacks context on total outstanding shares or prior insider holdings, which are needed to evaluate relative insider ownership and potential voting impact.

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
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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^*

Gould Gregory A

(Last) (First) (Middle)

8181 ARISTA PLACE

SUITE 100

(Street)

BROOMFIELD CO 80021

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/02/2025

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

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

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

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

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
Stock Option (right to buy)	$7.15	09/02/2025		A		17,000		(1)	09/02/2035	Common Stock	17,000	$0	17,000	D

Explanation of Responses:

1. The option will vest 25% on September 2, 2026. The remaining 75% will vest thereafter in 36 equal monthly installments over the following three years.

	/s/ Gregory A. Gould	09/03/2025
	** 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.

FAQ

What did Aclarion (ACON / ACONW) disclose in the Form 4 filed 09/03/2025?

The Form 4 reports that CFO Gregory A. Gould was granted 17,000 stock options on 09/02/2025 with an exercise price of $7.15.

When do the options granted to Gregory A. Gould vest?

The options vest 25% on September 2, 2026, with the remaining 75% vesting in 36 equal monthly installments thereafter.

What is the exercise price and expiration-related date for the options?

The exercise price is listed as $7.15. The table includes a date of 09/02/2035 related to the derivative security.

How are the options held according to the filing?

The filing indicates the options are held directly by the reporting person and the underlying common stock amount is 17,000 shares.

Does the Form 4 show any exercised or disposed transactions?

No. The Form 4 reports an acquisition (grant) of 17,000 options; there are no exercised or disposed transactions shown.