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Nuo Therapeutics (AURX) CEO exercises 162,500 options with tax withholding and new 125,000 grant

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Nuo Therapeutics, Inc. director and CEO/CFO David Emerson reported a net stock option exercise and related tax withholding. On June 30, 2026, he exercised options to acquire 162,500 shares of common stock at $1.00 per share. According to the footnotes, the issuer withheld 160,892 shares at a closing price of $1.01 to cover the exercise cost, and Emerson received 1,608 net shares of common stock. Following these transactions, his direct common stock holdings increased to 2,222,119 shares. In a separate derivative transaction on June 29, 2026, he was granted an option to purchase 125,000 shares of common stock at an exercise price of $1.01 per share, with one third exercisable as of June 30, 2027 and the remainder vesting quarterly over the subsequent two years.

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Insider JORDEN DAVID EMERSON
Role CEO/CFO
Type Security Shares Price Value
Exercise Option to purchase common stock 162,500 $0.00 --
Exercise Common Stock 162,500 $1.00 $163K
Tax Withholding Common Stock 160,892 $1.01 $163K
Grant/Award Option to purchase common stock 125,000 $0.00 --
Holdings After Transaction: Option to purchase common stock — 0 shares (Direct, null); Common Stock — 2,222,119 shares (Direct, null)
Footnotes (1)
  1. Represents a net exercise of outstanding stock options. The reporting person received 1,608 shares of common stock on the net exercise of option to purchase 162,500 shares of common stock. The issuer withheld 160,892 shares of common stock underlying the option for payment of the exercise price using the closing price of $1.01. Reflects an adjustment of 25,381 shares since the Reporting Person's most recent Form 4 filed June 5, 2026 to correct the amount of securities beneficially owned as a result of the transaction reported in that Form 4. 62,500 options exercisable on 07/01/2016, 50,000 options exercisable on 03/31/2017, and 50,000 options exercisable on 12/31/2017. One third of the options are exercisable as of June 30, 2027 and the balance vest quarterly over the subsequent two years.
Options Exercised 162,500 shares Common stock options exercised on June 30, 2026
Tax-Withheld Shares 160,892 shares Shares withheld to pay exercise price at $1.01
Net Shares Received 1,608 shares Common stock received from net option exercise
Exercise Price $1.00 per share Strike price for 162,500 options exercised
Withholding Price Reference $1.01 per share Closing price used for 160,892-share withholding
Post-Transaction Holdings 2,222,119 shares Direct common stock owned after June 30, 2026 transactions
New Options Granted 125,000 options Grant on June 29, 2026 at $1.01 exercise price
New Option Vesting Start June 30, 2027 One third of 125,000 options exercisable as of this date
net exercise financial
"Represents a net exercise of outstanding stock options."
tax-withholding disposition financial
"Payment of exercise price or tax liability by delivering securities"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
derivative security financial
"Exercise or conversion of derivative security"
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
grant, award, or other acquisition financial
"Grant, award, or other acquisition"
beneficially owned financial
"to correct the amount of securities beneficially owned"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
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SEC Form 4
FORM 4UNITED 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*
JORDEN DAVID EMERSON

(Last)(First)(Middle)
C/O NUO THERAPEUTICS, INC.
8285 EL RIO, SUITE190

(Street)
HOUSTON TEXAS 77054

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Nuo Therapeutics, Inc. [ AURX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
CEO/CFO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/29/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock06/30/2026M162,500A$12,222,119(2)D
Common Stock06/30/2026F(1)160,892D$1.012,061,227(2)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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Option to purchase common stock$106/30/2026M162,50012/31/2017(3)06/30/2026Common Stock162,500$00D
Option to purchase common stock$1.0106/29/2026A125,000 (4)06/29/2036Common Stock125,000$0125,000D
Explanation of Responses:
1. Represents a net exercise of outstanding stock options. The reporting person received 1,608 shares of common stock on the net exercise of option to purchase 162,500 shares of common stock. The issuer withheld 160,892 shares of common stock underlying the option for payment of the exercise price using the closing price of $1.01.
2. Reflects an adjustment of 25,381 shares since the Reporting Person's most recent Form 4 filed June 5, 2026 to correct the amount of securities beneficially owned as a result of the transaction reported in that Form 4.
3. 62,500 options exercisable on 07/01/2016, 50,000 options exercisable on 03/31/2017, and 50,000 options exercisable on 12/31/2017.
4. One third of the options are exercisable as of June 30, 2027 and the balance vest quarterly over the subsequent two years.
/s/ David Jorden07/02/2026
** Signature of Reporting PersonDate
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)

FAQ

What insider transactions did Nuo Therapeutics (AURX) CEO/CFO David Emerson report?

David Emerson reported exercising options for 162,500 Nuo Therapeutics shares and a related tax-withholding disposition. The issuer withheld 160,892 shares to cover the exercise cost, and he received 1,608 net shares of common stock plus a new 125,000-share option grant.

How many Nuo Therapeutics (AURX) shares did David Emerson receive from the option exercise?

Emerson received 1,608 net Nuo Therapeutics shares from exercising options on 162,500 shares. The company withheld 160,892 underlying shares, using a $1.01 closing price to pay the exercise cost, as described in the Form 4 footnote for this transaction.

Was David Emerson’s Form 4 transaction in Nuo Therapeutics (AURX) an open-market sale?

The Form 4 describes a tax-withholding disposition, not an open-market sale. Nuo Therapeutics withheld 160,892 shares underlying the exercised options to pay the exercise price, leaving Emerson with 1,608 net shares from the transaction, classified under code F for tax/payment.

What new stock options did Nuo Therapeutics (AURX) grant to David Emerson?

On June 29, 2026, Emerson was granted options for 125,000 Nuo Therapeutics common shares with a $1.01 exercise price. One third becomes exercisable as of June 30, 2027, and the remaining options vest quarterly over the following two years under the stated schedule.

What are David Emerson’s Nuo Therapeutics (AURX) share holdings after these transactions?

After the reported June 30, 2026 transactions, Emerson directly holds 2,222,119 Nuo Therapeutics common shares. This figure reflects the net 1,608 shares received from exercising 162,500 options and the correction of prior beneficial ownership, as disclosed in the Form 4 footnotes.

What do the F and M transaction codes mean in this Nuo Therapeutics (AURX) Form 4?

Code M indicates an option exercise or derivative conversion, here covering 162,500 common shares. Code F indicates shares withheld to pay the exercise price or taxes; Nuo Therapeutics withheld 160,892 shares, leaving Emerson with 1,608 net shares of common stock from the exercise.