Cardiff Lexington Corp (CDIX) reports director stock grants and options

Rhea-AI Filing Summary

Cardiff Lexington Corp reported insider equity awards to director Louis Jack Staley. On September 26, 2025, he received two restricted stock grants of 5,000 common shares each under the company’s 2024 Equity Incentive Plan. One grant vested in full on the grant date, while the other provides 1,250 shares vesting immediately and the remaining shares vesting in equal quarterly installments over three quarters starting October 1, 2025, conditioned on his continuous service.

On December 11, 2025, he was also granted a stock option covering 50,000 common shares at an exercise price of $1.729 per share, expiring December 11, 2035. This option vests in four equal quarterly installments beginning January 1, 2026, subject to his continued service, and leaves him holding 20,000 common shares and 50,000 options after the reported transactions.

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^*

Staley Louis Jack Sr.

(Last) (First) (Middle)

3753 HOWARD HUGHES PARKWAY, SUITE 200

(Street)

LAS VEGAS NV 89169

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Cardiff Lexington Corp [ CDIX ]

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)
09/26/2025

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	09/26/2025		A(1)		5,000	A	$0	15,000	D
Common Stock	09/26/2025		A(2)		5,000	A	$0	20,000	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	$1.729	12/11/2025		A(3)		50,000		(3)	12/11/2035	Common Stock	50,000	$0.00	50,000	D

Explanation of Responses:

1. On September 26, 2025, the Reporting Person was granted a restricted stock award for 5,000 shares of Common Stock under the Issuer's 2024 Equity Incentive Plan, which shares vested in full on the date of grant.

2. On September 26, 2025, the Reporting Person was granted a restricted stock award for 5,000 shares of Common Stock under the Issuer's 2024 Equity Incentive Plan, with 1,250 shares vesting on the date of grant and the remaining shares vesting quarterly for three (3) quarters commencing on October 1, 2025, subject to the Reporting Person's Continuous Service (as defined in the Issuer's 2024 Equity Incentive Plan).

3. On December 11, 2025, the Reporting Person was granted a stock option for the purchase of 50,000 shares of Common Stock under the Issuer's 2024 Equity Incentive Plan, which shall vest quarterly for four (4) quarters commencing on January 1, 2026, subject to the Reporting Person's Continuous Service (as defined in the Issuer's 2024 Equity Incentive Plan)

	/s/ Louis Jack Staley	12/15/2025
	** Signature of Reporting Person	Date
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FAQ

What insider equity awards were reported for Cardiff Lexington Corp (CDIX)?

The filing shows that director Louis Jack Staley received two restricted stock awards of 5,000 common shares each on September 26, 2025, and a stock option for 50,000 common shares on December 11, 2025, all under the 2024 Equity Incentive Plan.

How many restricted stock shares did Louis Jack Staley receive and how do they vest?

Louis Jack Staley received two 5,000-share restricted stock awards. One vested in full on September 26, 2025. The other vests with 1,250 shares on the grant date and the remaining shares vesting quarterly over three quarters starting October 1, 2025, subject to his continuous service.

What are the key terms of the 50,000-share stock option granted to the Cardiff Lexington (CDIX) director?

The stock option covers 50,000 common shares at an exercise price of $1.729 per share, was granted on December 11, 2025, and expires on December 11, 2035. It vests in four quarterly installments beginning January 1, 2026, subject to his continuous service.

Under what plan were the Cardiff Lexington (CDIX) equity awards granted?

All of the reported awards—a restricted stock grant of 5,000 shares that vested in full, a second 5,000-share restricted stock grant with staged vesting, and the 50,000-share stock option—were issued under the issuer’s 2024 Equity Incentive Plan.

What is Louis Jack Staley’s relationship to Cardiff Lexington Corp (CDIX)?

The filing identifies Louis Jack Staley as a director of Cardiff Lexington Corp, with the director box checked and no officer or 10% owner role indicated.

How many Cardiff Lexington common shares does the director beneficially own after these transactions?

After the reported restricted stock grants, the table lists 20,000 common shares beneficially owned by Louis Jack Staley, in addition to his 50,000 stock options.