Capstone (NASDAQ: CAPS) director receives 356,250-share restricted stock grant

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

TOPOREK MICHAEL reported acquisition or exercise transactions in this Form 4 filing.

Capstone Holding Corp. director Michael Toporek received a grant of 356,250 restricted stock units tied to common stock. The award was valued at $0.649 per underlying share. According to the terms, the RSUs vest in full on March 30, 2029, subject to his continued service through that date.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider TOPOREK MICHAEL

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Award	356,250	$0.649	$231K

Holdings After Transaction: Restricted Stock Award — 356,250 shares (Direct)

Footnotes (1)

[object Object]

Key Figures

Restricted stock units granted: 356,250 units Grant value per share: $0.649 per share Shares held after transaction: 356,250 shares +1 more

4 metrics

Restricted stock units granted 356,250 units Grant to director Michael Toporek on March 30, 2026

Grant value per share $0.649 per share Grant-date value of underlying common stock

Shares held after transaction 356,250 shares Total underlying common shares following the award

Vesting date March 30, 2029 RSUs vest in full on this date, subject to service

Key Terms

Restricted Stock Award, restricted stock units, Grant, award, or other acquisition, vesting

4 terms

Restricted Stock Award financial

"security_title: "Restricted Stock Award""

A restricted stock award is company shares given to an employee or executive that cannot be sold or fully owned until certain conditions—like staying with the company for a set time or hitting performance targets—are met. Think of it as a gift that only becomes yours after you fulfill specific obligations; for investors, these awards matter because they can increase the total shares outstanding when they vest, reveal how management is being paid and motivated, and create potential selling pressure when restrictions lift.

restricted stock units financial

"The RSUs vest in full on March 30, 2029"

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.

Grant, award, or other acquisition financial

"transaction_code_description: "Grant, award, or other acquisition""

vesting financial

"The RSUs vest in full on March 30, 2029"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

Form 4 Insider Transactions: What Each Field Means →

04/01/2026 - 06:40 PM

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^*

TOPOREK MICHAEL

(Last)

(First)

(Middle)

5141 W. 122ND STREET

(Street)

ALSIP

ILLINOIS

60803

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Capstone Holding Corp. [ CAPS ]

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)
03/30/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Award⁽¹⁾	$0	03/30/2026		A		356,250		⁽¹⁾	⁽¹⁾	Common Stock	356,250	$0.649	356,250	D

Explanation of Responses:

1. The RSUs vest in full on March 30, 2029, which is the third anniversary of the March 30, 2026 grant date, subject to the Reporting Person's continued service through such vesting date.

	/s/ Michael Toporek	04/01/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What stock award did Capstone Holding Corp. (CAPS) director Michael Toporek receive?

Director Michael Toporek received a grant of 356,250 restricted stock units linked to Capstone Holding Corp. common stock. The Form 4 describes this as a Restricted Stock Award, representing a compensation-related equity grant rather than an open-market purchase or sale of shares.

At what price were the Capstone (CAPS) restricted stock units valued in the grant?

The 356,250 restricted stock units were valued at $0.649 per underlying share. This price reflects the grant-date value used for the award and does not represent an open-market transaction or a cash purchase by director Michael Toporek in the market.

When do Michael Toporek’s Capstone (CAPS) restricted stock units vest?

The restricted stock units vest in full on March 30, 2029. Vesting is conditioned on Michael Toporek’s continued service through that date, meaning he must remain in his role until then to receive the full underlying common shares.

How many Capstone (CAPS) shares does Michael Toporek hold after this Form 4 transaction?

Following the grant, Michael Toporek holds 356,250 shares underlying the restricted stock award directly. These shares are subject to vesting conditions, so they represent compensation-linked equity rather than fully vested, unrestricted common stock currently available for sale.

Is the Capstone (CAPS) Form 4 transaction an open-market buy or sell?

No, the Form 4 reports a grant classified as an acquisition under code A, described as a grant or award. It reflects compensation in the form of restricted stock units, not an open-market purchase or sale initiated by director Michael Toporek.