Carlsmed CFO receives 180,137 stock options

The CFO and Treasurer’s awards vest over time and are subject to continued service.

Rhea-AI Filing Summary

Carlsmed, Inc. (CARL) reported that its CFO and Treasurer, Richard Heppenstall, received 89,286 restricted stock units and stock options covering 180,137 common shares on September 28, 2026. The options have a $14.18 exercise price and expire September 27, 2036. The RSUs vest in three equal annual installments beginning on the first anniversary of the grant date; options vest 25% on that anniversary and the remaining 75% in 1/12 installments quarterly thereafter. Both vesting schedules are subject to continued service through each vesting date.

Insider Trade Summary

Grant/Award: 269,423 shares

Grant/Award 2 txns

Insider Heppenstall Richard

Role CFO, Treasurer

Type	Security	Shares	Price	Value
Grant/Award	Stock Option (Right to Buy) F2	180,137	$0.00	$0.00
Grant/Award	Common Stock F1	89,286	$0.00	$0.00

Holdings After Transaction: Stock Option (Right to Buy) — 180,137 contracts (Direct); Common Stock — 89,286 shares (Direct)

Footnotes (2)

1. F1. Each restricted stock unit ("RSU") represents a contingent right to receive one (1) share of the Issuer's Common Stock . The RSUs will vest in three equal annual installments beginning on the first anniversary of the grant date, September 28, 2026, subject to the Reporting Person's continued service through each such vesting date.
2. F2. Includes 180,137 unvested stock options exercisable into approximately 180,137 shares of the Issuer's Common Stock. 25% of the stock options will vest upon the one year anniversary of the grant date, September 28, 2026, and the remaining 75% of the stock options will vest in 1/12th installments on a quarterly basis thereafter, subject to the Reporting Person's continued service through each such vesting date.

Key Figures

Restricted stock units granted: 89,286 restricted stock units Stock options granted: 180,137 options Option exercise price: $14.18 per share +4 more

7 metrics

Restricted stock units granted 89,286 restricted stock units Granted September 28, 2026

Stock options granted 180,137 options Covering 180,137 common shares

Option exercise price $14.18 per share Stock options granted September 28, 2026

Option expiration September 27, 2036 Stock options granted September 28, 2026

RSU vesting installments 3 equal annual installments Beginning on the first anniversary of the September 28, 2026 grant date

Initial option vesting 25% On the one-year anniversary of the September 28, 2026 grant date

Remaining option vesting 75% in 1/12 installments Quarterly after the one-year anniversary, subject to continued service

Key Terms

restricted stock unit, contingent right, stock options, vesting

4 terms

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.

contingent right technical

"represents a contingent right to receive one (1) share"

stock options financial

"Includes 180,137 unvested stock options"

Stock options are agreements that give a person the right to buy or sell a company's stock at a specific price within a certain time frame. They are often used as a reward or incentive, similar to a coupon that can be used later if the stock price rises, allowing the holder to make a profit.

vesting financial

"subject to the Reporting Person's continued service through each such vesting date"

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.

FAQ

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

What equity awards did CARL's CFO receive?

Richard Heppenstall, Carlsmed’s CFO and Treasurer, received 89,286 restricted stock units and stock options covering 180,137 common shares on September 28, 2026.

What is the exercise price of Richard Heppenstall's CARL options?

The stock options have an exercise price of $14.18 per share and expire on September 27, 2036.

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

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Available on EDGAR 09/30/2026 - 07:38 PM Accepted by SEC EDGAR 09/30/2026 - 07:37 PM Learn about SEC filing dates

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^*

Heppenstall Richard

(Last) (First) (Middle)

C/O CARLSMED, INC.

1800 ASTON AVE., SUITE 100

(Street)

CARLSBAD CALIFORNIA 92008

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
CARLSMED, INC. [ CARL ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/28/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/28/2026		A		89,286(1)	A	$0	89,286	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
Stock Option (Right to Buy)	$14.18	09/28/2026		A		180,137		(2)	09/27/2036	Common Stock	180,137	$0	180,137	D

Explanation of Responses:

1. Each restricted stock unit ("RSU") represents a contingent right to receive one (1) share of the Issuer's Common Stock . The RSUs will vest in three equal annual installments beginning on the first anniversary of the grant date, September 28, 2026, subject to the Reporting Person's continued service through each such vesting date.

2. Includes 180,137 unvested stock options exercisable into approximately 180,137 shares of the Issuer's Common Stock. 25% of the stock options will vest upon the one year anniversary of the grant date, September 28, 2026, and the remaining 75% of the stock options will vest in 1/12th installments on a quarterly basis thereafter, subject to the Reporting Person's continued service through each such vesting date.

	/s/ Michael Cordonnier, as attorney-in-fact, for Richard Heppenstall	09/30/2026
	** 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)