[Form 4] AYTU BIOPHARMA, INC Insider Trading Activity

Rhea-AI Filing Summary

John A. Donofrio, Jr., a director of AYTU BioPharma, Inc. (AYTU), was granted 10,000 restricted shares on 10/03/2025. The grant carries a $0 per-share price and is described as restricted stock that vests on 10/03/2026.

Following the reported grant, the filing shows 13,762 shares beneficially owned by the reporting person. The Form 4 was signed on 10/07/2025 by an attorney-in-fact and includes a Power of Attorney exhibit.

Insights

Corporate Governance Analyst

Director received a time‑based equity grant; modest ownership follows.

This transaction is a standard restricted stock grant to a director: 10,000 shares awarded at $0 with vesting on 10/03/2026. Such awards align the director’s interests with shareholders by creating a future stake that vests over a set period.

Key dependencies include continued service through the vesting date and typical forfeiture conditions if service ends early. Watch for disclosures on acceleration or additional grants around typical board compensation cycles over the next 12 months.

Compensation & Insider Activity Specialist

Grant is compensation, not an open-market purchase; ownership remains small.

The filing records a grant (transaction code A) rather than a market buy or sale, so there was no cash purchase and the reported beneficial ownership rises to 13,762 shares. This shows compensation-driven dilution rather than insider accumulation.

Monitor filings for eventual vesting and any subsequent sales or Form 144 notices after 10/03/2026, which would show whether the director retains or liquidates shares following vesting.

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^*

Donofrio John Jr.

(Last) (First) (Middle)

C/O AYTU BIOPHARMA, INC.

7900 EAST UNION AVENUE, SUITE 920

(Street)

DENVER CO 80237

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
AYTU BIOPHARMA, INC [ AYTU ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
10/03/2025

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	10/03/2025		A		10,000(1)	A	$0	13,762	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. Grant of restricted stock, which vest on October 3, 2026.

Remarks:

Exhibit 24: Power of Attorney

	/s/ Ryan J. Selhorn as attorney-in-fact for John A. Donofrio, Jr.	10/07/2025
	** 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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