Capstone Holding Corp. (CAPS) director receives two restricted stock grants

Q: Were the CAPS restricted stock awards to John M. Holliman III purchased or granted for consideration?

The reported CAPS restricted stock awards were granted for no consideration . Both the 95,000-share and 305,248-share awards were issued as restricted stock under the Capstone Holding Corp. 2025 Stock Incentive Plan, rather than being bought in market transactions.

Q: When do the CAPS restricted stock awards to Holliman vest?

The CAPS restricted stock awards will vest in full only upon the Reporting Person's Separation Date . That Separation Date is defined in Holliman's Master Restricted Stock Agreement, and until vesting these shares remain subject to transfer and pledge restrictions.

Q: Can John M. Holliman III sell or transfer the CAPS restricted shares reported on this Form 4?

No. The Form 4 states the reported CAPS shares are unvested restricted stock that may not be sold, transferred, or pledged. These restrictions apply to both the 95,000 and 305,248 share awards until they fully vest upon the specified Separation Date.

Q: Under what plan were the CAPS restricted stock awards to Holliman granted?

Both CAPS restricted stock awards were granted under the Capstone Holding Corp. 2025 Stock Incentive Plan, as amended . The Form 4 notes they are restricted stock awards governed by that plan and Holliman's Master Restricted Stock Agreement, with vesting tied to his Separation Date.

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

HOLLIMAN JOHN M III reported acquisition or exercise transactions in this Form 4 filing.

Capstone Holding Corp. director John M. Holliman III reported two equity compensation awards of unvested restricted Common Stock. He received 95,000 shares on March 30, 2026 and 305,248 shares on August 7, 2026, granted for no consideration under the Capstone Holding Corp. 2025 Stock Incentive Plan, as amended. These restricted shares may not be sold, transferred, or pledged and will vest in full only upon his Separation Date, as defined in his Master Restricted Stock Agreement.

Insider Trade Summary

Net Buyer: 400,248 shares

Net Buy 2 txns

Insider HOLLIMAN JOHN M III

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock ^F1	305,248	--	--
Grant/Award	Common Stock ^F1	95,000	--	--

Holdings After Transaction: Common Stock — 401,343 shares (Direct)

Footnotes (1)

F1. THE REPORTED SHARES ARE UNVESTED RESTRICTED STOCK AND MAY NOT BE SOLD, TRANSFERRED OR PLEDGED. Including 95,000 and 305,248 shares of common stock granted to the Reporting Person on March 30, 2026 and August 7, 2026, respectively, as restricted stock awards, for no consideration, under the Capstone Holding Corp. 2025 Stock Incentive Plan, as amended. The restricted stock awards will vest in full only upon the Reporting Person's Separation Date, as defined in the Reporting Person's Master Restricted Stock Agreement.

Key Figures

Restricted stock grant: 305,248 shares Restricted stock grant: 95,000 shares Vesting condition: Vests in full upon Separation Date

3 metrics

Restricted stock grant 305,248 shares Unvested restricted Common Stock granted on August 7, 2026 for no consideration

Restricted stock grant 95,000 shares Unvested restricted Common Stock granted on March 30, 2026 for no consideration

Vesting condition Vests in full upon Separation Date Both restricted stock awards vest only at the Reporting Person's Separation Date

Key Terms

unvested restricted stock, Capstone Holding Corp. 2025 Stock Incentive Plan, Separation Date, Master Restricted Stock Agreement

4 terms

unvested restricted stock financial

"THE REPORTED SHARES ARE UNVESTED RESTRICTED STOCK AND MAY NOT BE SOLD"

Capstone Holding Corp. 2025 Stock Incentive Plan financial

"under the Capstone Holding Corp. 2025 Stock Incentive Plan, as amended"

Separation Date financial

"will vest in full only upon the Reporting Person's Separation Date"

Master Restricted Stock Agreement financial

"as defined in the Reporting Person's Master Restricted Stock Agreement"

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/11/2026 - 08:21 PM Accepted by SEC EDGAR 08/11/2026 - 08:21 PM

FAQ

What insider transactions did Capstone Holding Corp. (CAPS) report in this Form 4?

Capstone Holding Corp. director John M. Holliman III reported two restricted stock awards of Common Stock, totaling grants of 95,000 shares and 305,248 shares on March 30, 2026 and August 7, 2026, respectively, as equity compensation.

Were the CAPS restricted stock awards to John M. Holliman III purchased or granted for consideration?

The reported CAPS restricted stock awards were granted for no consideration. Both the 95,000-share and 305,248-share awards were issued as restricted stock under the Capstone Holding Corp. 2025 Stock Incentive Plan, rather than being bought in market transactions.

When do the CAPS restricted stock awards to Holliman vest?

The CAPS restricted stock awards will vest in full only upon the Reporting Person's Separation Date. That Separation Date is defined in Holliman's Master Restricted Stock Agreement, and until vesting these shares remain subject to transfer and pledge restrictions.

Can John M. Holliman III sell or transfer the CAPS restricted shares reported on this Form 4?

No. The Form 4 states the reported CAPS shares are unvested restricted stock that may not be sold, transferred, or pledged. These restrictions apply to both the 95,000 and 305,248 share awards until they fully vest upon the specified Separation Date.

Under what plan were the CAPS restricted stock awards to Holliman granted?

Both CAPS restricted stock awards were granted under the Capstone Holding Corp. 2025 Stock Incentive Plan, as amended. The Form 4 notes they are restricted stock awards governed by that plan and Holliman's Master Restricted Stock Agreement, with vesting tied to his Separation Date.

How is ownership of the CAPS restricted stock awards characterized in the Form 4?

The Form 4 characterizes Holliman’s ownership of the CAPS awards as direct. Each transaction shows direct ownership of unvested restricted Common Stock, with no indication of indirect entities or separate voting or investment authority arrangements in the transaction details.

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^*

HOLLIMAN JOHN M III

(Last)

(First)

(Middle)

18400 76TH AVENUE

(Street)

TINLEY PARK

ILLINOIS

60477

(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)
Common Stock	03/30/2026		A		95,000	A	⁽¹⁾	95,000	D
Common Stock	08/07/2026		A		305,248	A	⁽¹⁾	401,343	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)
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)

Explanation of Responses:

1. THE REPORTED SHARES ARE UNVESTED RESTRICTED STOCK AND MAY NOT BE SOLD, TRANSFERRED OR PLEDGED. Including 95,000 and 305,248 shares of common stock granted to the Reporting Person on March 30, 2026 and August 7, 2026, respectively, as restricted stock awards, for no consideration, under the Capstone Holding Corp. 2025 Stock Incentive Plan, as amended. The restricted stock awards will vest in full only upon the Reporting Person's Separation Date, as defined in the Reporting Person's Master Restricted Stock Agreement.

	/s/ John M. Holliman	08/11/2026
	** 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