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HeartBeam grants Richard Ferrari stock and options

The special RSU award to a director was linked to the suspension of cash retainers from July 1 through December 31, 2026, with vesting subject to service.

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Form Type
4

Rhea-AI Filing Summary

HeartBeam, Inc. director Richard Ferrari received two restricted stock unit awards on October 2, 2026: 125,000 annual RSUs and 90,625 special RSUs, plus an option covering 125,000 shares at an exercise price of $0.435 per share. The option was granted for his additional responsibilities as Chair of the Board; the reported post-grant position was 125,000 shares subject to the option, which expires October 2, 2036.

The annual RSUs vest in full on the earlier of October 2, 2027 or the issuer’s next annual meeting of stockholders after the grant, subject to continued service as a non-employee director. Half of the special RSUs vested on the grant date, with the rest scheduled to vest January 1, 2027 subject to continued service; unvested RSUs vest in full immediately before a Change in Control if service continues through that date. The option vests in monthly installments, subject to continued service, and will be fully vested on July 1, 2027.

Insider Ferrari Richard
Role Director
Type Security Shares Price Value
Grant/Award Restricted Stock Units F1, F2 125,000 $0.00 $0.00
Grant/Award Restricted Stock Units F1, F3 90,625 $0.00 $0.00
Grant/Award Stock Option (Right to Buy) F4 125,000 $0.00 $0.00
Holdings After Transaction: Restricted Stock Units — 215,625 contracts (Direct); Stock Option (Right to Buy) — 125,000 contracts (Direct)
Footnotes (4)
  1. F1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock upon vesting.
  2. F2. The RSUs were granted on October 2, 2026 under the Issuer's 2022 Equity Incentive Plan, as amended (the "Plan"), as an annual RSU award to non-employee directors. One hundred percent (100%) of the RSUs will vest on the earlier of October 2, 2027 or the date of the Issuer's next annual meeting of stockholders following the grant date, subject to the Reporting Person's continued service as a non-employee director through the vesting date. Vested RSUs will be settled in shares of common stock. RSUs do not expire.
  3. F3. Represents a special RSU award granted to the Reporting Person on October 2, 2026 under the Plan in connection with the suspension of cash retainers for the period of July 1, 2026 through December 31, 2026. One-half of the RSUs vested on the grant date, and the remaining RSUs will vest on January 1, 2027, subject to the Reporting Person's continued service as a director through the vesting date. All unvested RSUs will vest in full immediately prior to a Change in Control (as defined in the Plan), subject to the Reporting Person's continued service as a director through such date.
  4. F4. Represents a nonqualified stock option granted to the Reporting Person on October 2, 2026 under the Plan in connection with the Reporting Person's additional responsibilities as Chair of the Board. One-twelfth of the shares subject to the option vest on each monthly anniversary of July 1, 2026, such that 3/12ths of the shares subject to the option were vested on the grant date and the option will be fully vested on July 1, 2027, subject to the Reporting Person's continued service as a director through each vesting date.
Annual RSU award 125,000 restricted stock units Granted October 2, 2026
Special RSU award 90,625 restricted stock units Granted October 2, 2026
Option grant 125,000 shares subject to option Granted October 2, 2026
Post-grant option position 125,000 shares subject to option Reported after the October 2, 2026 grant
Option exercise price $0.435 per share Option granted October 2, 2026
Option shares vested at grant 3/12ths As of October 2, 2026
Option expiration October 2, 2036 Expiration date for the option grant
restricted stock unit financial
"Each restricted stock unit ("RSU") represents a contingent right"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
nonqualified stock option financial
"Represents a nonqualified stock option granted"
A nonqualified stock option (NQSO) is a company grant that gives an individual the right to buy shares at a set price but does not meet special tax rules for incentive stock options; when exercised the difference between the market price and the exercise price is treated as ordinary income for the recipient and as a tax-deductible expense for the company. It matters to investors because NQSOs affect an employee’s after-tax proceeds, the company’s reported expenses, and potential share dilution—think of it like a cash bonus that converts into stock but is taxed as regular pay when you take it.
Change in Control technical
"immediately prior to a Change in Control"
A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.
2022 Equity Incentive Plan financial
"under the Issuer's 2022 Equity Incentive Plan"

FAQ

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

Why did HeartBeam (BEAT) grant Richard Ferrari 90,625 special RSUs?

The special award was granted in connection with the suspension of cash retainers for the period from July 1, 2026 through December 31, 2026.

What is the vesting schedule for Richard Ferrari’s BEAT option?

One-twelfth of the shares subject to the option vest on each monthly anniversary of July 1, 2026. Three-twelfths were vested on the October 2, 2026 grant date, and the option will be fully vested on July 1, 2027, subject to continued service as a director through each vesting date.

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

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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*
Ferrari Richard

(Last)(First)(Middle)
2118 WALSH AVENUE, SUITE 210

(Street)
SANTA CLARA CALIFORNIA 95050

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
HeartBeam, Inc. [ BEAT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
10/02/2026
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
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
Restricted Stock Units(1)10/02/2026A125,000 (2) (2)Common Stock125,000$0125,000D
Restricted Stock Units(1)10/02/2026A90,625 (3) (3)Common Stock90,625$090,625D
Stock Option (Right to Buy)$0.43510/02/2026A125,000 (4)10/02/2036Common Stock125,000$0125,000D
Explanation of Responses:
1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock upon vesting.
2. The RSUs were granted on October 2, 2026 under the Issuer's 2022 Equity Incentive Plan, as amended (the "Plan"), as an annual RSU award to non-employee directors. One hundred percent (100%) of the RSUs will vest on the earlier of October 2, 2027 or the date of the Issuer's next annual meeting of stockholders following the grant date, subject to the Reporting Person's continued service as a non-employee director through the vesting date. Vested RSUs will be settled in shares of common stock. RSUs do not expire.
3. Represents a special RSU award granted to the Reporting Person on October 2, 2026 under the Plan in connection with the suspension of cash retainers for the period of July 1, 2026 through December 31, 2026. One-half of the RSUs vested on the grant date, and the remaining RSUs will vest on January 1, 2027, subject to the Reporting Person's continued service as a director through the vesting date. All unvested RSUs will vest in full immediately prior to a Change in Control (as defined in the Plan), subject to the Reporting Person's continued service as a director through such date.
4. Represents a nonqualified stock option granted to the Reporting Person on October 2, 2026 under the Plan in connection with the Reporting Person's additional responsibilities as Chair of the Board. One-twelfth of the shares subject to the option vest on each monthly anniversary of July 1, 2026, such that 3/12ths of the shares subject to the option were vested on the grant date and the option will be fully vested on July 1, 2027, subject to the Reporting Person's continued service as a director through each vesting date.
/s/ Richard Ferrari10/09/2026
** 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)

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