AleAnna director granted 38,549 RSUs

Palmer Duncan reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Palmer Duncan reported acquisition or exercise transactions in this Form 4 filing.

AleAnna, Inc. director Palmer Duncan received a grant of 38,549 restricted stock units (RSUs), each representing a right to one share of common stock or its cash equivalent. Following this award, his reported holdings increased to 132,980 shares-equivalent of AleAnna common stock.

The RSUs were granted under AleAnna’s 2025 Long-Term Incentive Plan. They vest on the earlier of the one-year anniversary of the grant date or the next annual stockholders’ meeting, provided that meeting occurs at least 52 weeks after the prior annual meeting and Duncan continues providing services to the company through the vesting date.

Insider Trade Summary

Grant/Award: 38,549 shares

Grant/Award 1 txn

Insider Palmer Duncan

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Units	38,549	$0.00	$0.00

Holdings After Transaction: Restricted Stock Units — 132,980 contracts (Direct)

Footnotes (1)

1. F1. Represents restricted stock units ("RSUs") granted by AleAnna, Inc. (the "Issuer") to the reporting person pursuant to the AleAnna, Inc. 2025 Long-Term Incentive Plan and represents a contingent right to receive one share of common stock of the Issuer or its cash equivalent, as determined at the time of settlement by the Compensation Committee of the Issuer's Board of Directors. The RSUs vest on the earlier of (i) the one year anniversary of the date of grant or (ii) the next annual meeting of stockholders, provided that such annual meeting of the stockholders occurs at least 52 weeks following the prior annual meeting of the stockholders, and further provided that the reporting person is employed by or providing services to the Issuer on such date.

Key Figures

RSUs granted: 38,549 units Holdings after grant: 132,980 shares-equivalent Time-based vesting period: 1 year / 52 weeks

3 metrics

RSUs granted 38,549 units Restricted stock units granted on April 13, 2026

Holdings after grant 132,980 shares-equivalent Total reported ownership following RSU award

Time-based vesting period 1 year / 52 weeks Vests after one year or next annual meeting at least 52 weeks after prior

Key Terms

Restricted Stock Units, 2025 Long-Term Incentive Plan, Compensation Committee, vest

4 terms

Restricted Stock Units financial

"Represents restricted stock units ("RSUs") granted by AleAnna, Inc."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

2025 Long-Term Incentive Plan financial

"granted by AleAnna, Inc. ... pursuant to the AleAnna, Inc. 2025 Long-Term Incentive Plan"

Compensation Committee financial

"as determined at the time of settlement by the Compensation Committee of the Issuer's Board"

A compensation committee is a group within a company's leadership responsible for setting and reviewing how much top executives and employees are paid, including salaries, bonuses, and benefits. It matters to investors because fair and effective pay decisions can influence a company's performance, leadership motivation, and overall governance, helping ensure that the company’s management is aligned with shareholders’ interests.

vest financial

"The RSUs vest on the earlier of (i) the one year anniversary of the date of grant"

A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.

FAQ

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

What did AleAnna (ANNA) director Palmer Duncan report on this Form 4?

Palmer Duncan reported receiving 38,549 restricted stock units from AleAnna as a compensation grant. These RSUs convert into one share of common stock or cash each, subject to vesting conditions tied to time and the next annual stockholders’ meeting.

How many AleAnna RSUs were granted to Palmer Duncan in this filing?

The filing shows a grant of 38,549 restricted stock units to director Palmer Duncan. Each RSU represents a contingent right to one share of AleAnna common stock or its cash equivalent, determined at settlement by the Compensation Committee.

When do Palmer Duncan’s AleAnna RSUs vest?

The RSUs vest on the earlier of the one-year anniversary of the grant date or the next annual stockholders’ meeting. That meeting must occur at least 52 weeks after the prior annual meeting, and Duncan must still be providing services on the vesting date.

How many AleAnna shares does Palmer Duncan hold after this RSU grant?

After the RSU grant, Duncan’s reported holdings total 132,980 shares-equivalent of AleAnna common stock. This figure reflects his position following the 38,549 RSU award disclosed in the Form 4 insider transaction report.

Are the AleAnna RSUs settled in stock or cash for Palmer Duncan?

Each RSU represents a right to receive either one share of AleAnna common stock or its cash equivalent. The Compensation Committee of AleAnna’s board determines at settlement whether the vested units are paid in shares or cash.

Under which plan were Palmer Duncan’s AleAnna RSUs granted?

The RSUs were granted under the AleAnna, Inc. 2025 Long-Term Incentive Plan. This plan authorizes equity-based awards such as restricted stock units to directors and other service providers as part of the company’s long-term compensation program.

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

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Accepted by SEC EDGAR 04/15/2026 - 08:22 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^*

Palmer Duncan

(Last) (First) (Middle)

300 CRESCENT COURT, SUITE 1860

(Street)

DALLAS TEXAS 75201

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
AleAnna, Inc. [ ANNA ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/13/2026

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

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
Restricted Stock Units	(1)	04/13/2026		A		38,549(1)		(1)	(1)	Common Stock	38,549	$0.00	132,980	D

Explanation of Responses:

1. Represents restricted stock units ("RSUs") granted by AleAnna, Inc. (the "Issuer") to the reporting person pursuant to the AleAnna, Inc. 2025 Long-Term Incentive Plan and represents a contingent right to receive one share of common stock of the Issuer or its cash equivalent, as determined at the time of settlement by the Compensation Committee of the Issuer's Board of Directors. The RSUs vest on the earlier of (i) the one year anniversary of the date of grant or (ii) the next annual meeting of stockholders, provided that such annual meeting of the stockholders occurs at least 52 weeks following the prior annual meeting of the stockholders, and further provided that the reporting person is employed by or providing services to the Issuer on such date.

	/s/ Duncan Palmer	04/15/2026
	** 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)