ATNM Form 4: Sandesh Seth RSU Vesting, 120,900 Shares Withheld

Rhea-AI Filing Summary

Actinium Pharmaceuticals insider filing: Sandesh Seth, the company's Chief Executive Officer and a Director, reported a transaction dated 08/18/2025 relating to his common stock holdings in Actinium Pharmaceuticals (ATNM). The Form 4 discloses that 120,900 shares were withheld at a price of $1.71 to satisfy tax withholding obligations arising from the vesting of 300,000 restricted stock units (RSUs) that were granted to Mr. Seth on 08/17/2022. After the withholding, Mr. Seth beneficially owned 184,481 shares. The filing explains the RSUs were granted in exchange for previously issued warrants that had vested earlier and whose expiration dates and exercise were adjusted by the board to align his interests with stockholders.

Positive

• Board alignment action: The company converted prior warrants into 300,000 RSUs to align executive and stockholder interests.
• Transparent disclosure: The Form 4 clearly explains the withholding of 120,900 shares to meet tax obligations related to RSU vesting.

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine insider tax-withholding on RSU vesting; modest change in beneficial ownership, no new cash purchase or sale.

The Form 4 documents a non-cash transaction where 120,900 shares were withheld to cover taxes on the vesting of 300,000 RSUs granted in 2022. This is an administrative, not a market, transaction and does not represent a discretionary open-market sale by the CEO. The remaining beneficial ownership of 184,481 common shares is disclosed; the reported withholding price of $1.71 provides a reference for the tax calculation but is not a market trade price. From a financial perspective, this is neutral for valuation models because it reflects compensation settlement rather than cash proceeds to the executive or a signal of directional selling.

Corporate Governance Expert

TL;DR: Board-mediated award conversion to RSUs and withholding are governance actions to align management with shareholders.

The filing explains a governance arrangement where warrants issued for prior services were effectively converted into RSUs in 2022 to maintain alignment between Mr. Seth and shareholders. The board extended and later refrained from requiring exercise of warrants, substituting RSUs based on average prior fair value. The current withholding to satisfy tax obligations on RSU vesting is a routine administrative outcome of that governance decision. This disclosure is a transparent record of insider compensation mechanics and does not indicate unusual governance risk or contested action.

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

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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^*

SETH SANDESH

(Last) (First) (Middle)

C/O ACTINIUM PHARMACEUTICALS,

INC., 100 PARK AVE., 23RD FLOOR

(Street)

NEW YORK, NY 10017

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Actinium Pharmaceuticals, Inc. [ ATNM ]

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

3. Date of Earliest Transaction (Month/Day/Year)
08/18/2025

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	08/18/2025		F		120,900(1)	D	$1.71	184,481	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. Represents shares of common stock withheld to pay Mr. Seth's tax withholding obligations incurred in connection with the vesting of 300,000 restricted stock units, or RSUs, on August 18, 2025. On August 17, 2022, Mr. Seth was granted an award of 300,000 RSUs, in exchange for warrants granted to Mr. Seth on December 17, 2012 for services provided to the Company prior to becoming employed by Actinium. The warrants were in the money since vesting on December 17, 2013. Mr. Seth refrained from exercising the warrants to be aligned with the long-term interests of the Company and stockholders. In November 2018, the Board extended the expiration of Mr. Seth's warrants to February 2022. In February 2022, the Company requested that Mr. Seth not exercise the warrants. In exchange, the Board determined to grant Mr. Seth 300,000 RSUs based on the average fair value of the warrants during their vested life to continue to align Mr. Seth with the long-term interest of the Company and stockholders.

	/s/ Sandesh Seth	08/20/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What did Sandesh Seth report on Form 4 for ATNM?

He reported that 120,900 common shares were withheld300,000 RSUs184,481 beneficially owned shares

Why were the RSUs granted to Sandesh Seth originally?

The RSUs granted on 08/17/2022 were issued in exchange for previously granted warrants as a measure to continue alignment with the company's long-term interests, per the filing.

Was the transaction a market sale by the CEO?

No. The filing indicates the shares were withheld to pay taxes

What price is reported on the Form 4 for the withheld shares?

The Form 4 reports a price of $1.71 associated with the withholding of the 120,900 shares.

When was the Form 4 signed and filed?

The Form 4 bears the reporting person's signature dated 08/20/2025 and records the transaction date as 08/18/2025