[Form 4] American Shared Hospital Services Insider Trading Activity

Rhea-AI Filing Summary

American Shared Hospital Services (AMS) – Form 4 filing dated 06/30/2025 reports that Executive Chairman, Director and 10%+ owner Raymond C. Stachowiak received an award of 110,000 Restricted Stock Units (RSUs) on 06/26/2025 (Transaction Code A, price $0).

• Vesting schedule: 30,000 RSUs vest on each of June 27 2025 and July 2 2025; 25,000 RSUs vest on each of October 1 2025 and January 1 2026.
• Post-grant direct ownership rises to 664,678 common shares.
• Indirect holdings remain 158,500 shares through RCS Investments Inc. and 760,559 shares through Stachowiak Equity Fund LLC.
• Total beneficial ownership after the grant: ≈1.58 million shares.

The grant is part of executive compensation rather than an open-market purchase; nevertheless, it increases insider exposure and could be interpreted as a sign of continued commitment. No derivative securities were involved and no cash was exchanged, limiting near-term cash impact but introducing future dilution when RSUs convert to common shares.

Positive

• Increased insider ownership: Executive Chairman’s direct stake rises by 110,000 shares, enhancing management–shareholder alignment.

Negative

• Potential dilution: Conversion of 110,000 RSUs will expand the share count, possibly pressuring EPS and share price in the short term.

Insights

Equity Compensation Analyst

TL;DR: Large RSU grant boosts insider stake; modest dilution risk, neutral valuation impact.

The 110 k RSU award increases Mr. Stachowiak’s direct stake by ~20% (to 665 k shares). Because the award is priced at $0, it reflects compensation rather than market conviction, so signaling value is weaker than a purchase. Still, cumulative beneficial ownership above 1.5 m shares aligns the Executive Chairman with shareholders. Vesting is front-loaded (55% by July 2025) which accelerates potential dilution but also ties value creation to the near-term period. No immediate cash outflow for the company; dilution of roughly 1.9% of outstanding shares based on AMS’s ~5.7 m share count. Overall impact: modestly positive for governance alignment, neutral for valuation.

Small-Cap Portfolio Manager

TL;DR: Insider grant neutral; watch dilution and future sale filings.

Investors should not over-interpret an RSU grant. Unlike an open-market buy, it doesn’t imply incremental personal capital at risk. The accelerated vesting schedule means new tradable shares could hit the float within months, potentially pressuring the thinly-traded AMS stock. However, Stachowiak already owns >25% of the company, so incremental dilution is limited. I view the filing as not materially price-moving unless follow-up sales occur.

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^*

Stachowiak Raymond C

(Last) (First) (Middle)

601 MONTGOMERY STREET

(Street)

SAN FRANCISCO CA 94111

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
AMERICAN SHARED HOSPITAL SERVICES [ AMS ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
06/26/2025

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
Common Stock, No Par Value								158,500	I	By RCS Investments Inc.
Common Stock, No Par Value								760,559	I	By Stachowiak Equity Fund LLC
Common Stock, No Par Value	06/26/2025		A		110,000(1)	A	$0	664,678	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. This represents an award of 110,000 Restricted Stock Units. Each unit will entitle the reporting person to one share of the issuer's Common Stock upon vesting. 30,000 units vest on each of June 27, 2025 and July 2, 2025, and 25,000 units vest on each of October 1, 2025, and January 1, 2026.

	/s/ Craig K. Tagawa on behalf of Raymond C. Stachowiak	06/30/2025
	** 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.
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FAQ

How many AMS shares did Raymond C. Stachowiak acquire?

He was granted 110,000 Restricted Stock Units, each convertible into one common share upon vesting.

What is Stachowiak’s total AMS ownership after the transaction?

His aggregate beneficial ownership is approximately 1.58 million shares (direct and indirect).

When do the newly granted AMS RSUs vest?

30k on June 27 2025, 30k on July 2 2025, 25k on October 1 2025, and 25k on January 1 2026.

Was any cash paid for the AMS shares?

No. The RSUs were granted at $0 cost as part of executive compensation.

Will this filing immediately affect AMS’s share count?

Not immediately; dilution occurs only when each RSU converts to common stock upon vesting.