Charlie's Holdings director gets 200K-share grant

Charlie's Holdings director received a 200,000-share stock award that vests after one year, increasing his direct holdings to nearly 7.0 million shares.

Rhea-AI Filing Summary

Charlie's Holdings, Inc. (symbol: CHUC) is the issuer of record for a Form 4 filing submitted to the SEC. King Michael D reported acquisition or exercise transactions in this Form 4 filing.

Charlie's Holdings, Inc. (CHUC) director Michael D. King received a grant of 200,000 shares of common stock on September 3, 2026 as a compensation-related award at a stated price of $0.00 per share. These shares will vest on the one-year anniversary of the grant, subject to continued service, and he now directly holds 6,950,001 common shares. No Rule 10b5-1 trading plan is reported for this award.

Insider Trade Summary

Grant/Award: 200,000 shares

Grant/Award 1 txn

Insider King Michael D

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock F1	200,000	$0.00	$0.00

Holdings After Transaction: Common Stock — 6,950,001 shares (Direct)

Footnotes (1)

1. F1. The shares will vest on the one year anniversary of the grant, subject to continued service.

Key Figures

Shares granted: 200,000 shares Grant price per share: $0.00 per share Shares held after transaction: 6,950,001 shares +1 more

4 metrics

Shares granted 200,000 shares Common stock award to director on September 3, 2026

Grant price per share $0.00 per share Stated transaction price for the 200,000-share award

Shares held after transaction 6,950,001 shares Director’s direct holdings of Charlie's Holdings common stock after the grant

Vesting period 1 year Shares vest on the one-year anniversary of the grant, subject to continued service

Key Terms

vest, grant, award, or other acquisition, continued service

3 terms

vest financial

"The shares will vest on the one year anniversary of the grant"

A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.

grant, award, or other acquisition financial

"transaction is described as a grant, award, or other acquisition"

continued service financial

"subject to continued service as a condition of vesting"

FAQ

What insider transaction did CHUC director Michael D. King report?

He reported a grant of 200,000 shares of Charlie's Holdings, Inc. common stock on September 3, 2026 as a compensation-related award with a stated price of $0.00 per share.

How many CHUC shares does Michael D. King hold after this transaction?

After the grant, Michael D. King directly holds 6,950,001 shares of Charlie's Holdings, Inc. common stock, as reported in the Form 4.

When do the newly granted CHUC shares to Michael D. King vest?

The 200,000 granted shares will vest on the one-year anniversary of the September 3, 2026 grant, and vesting is subject to his continued service.

Was Michael D. King’s CHUC stock grant made under a Rule 10b5-1 plan?

No. The filing indicates that no Rule 10b5-1 trading plan is affirmed for this transaction; it is reported simply as a grant or award of common stock.

What type of transaction is reported for CHUC in this Form 4?

The Form 4 reports a grant, award, or other acquisition of common stock (transaction code A) to director Michael D. King, rather than an open-market purchase or sale.

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

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Available on EDGAR 09/04/2026 - 05:50 PM Accepted by SEC EDGAR 09/04/2026 - 05:50 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^*

King Michael D

(Last) (First) (Middle)

C/O CHARLIE'S HOLDINGS, INC.

1007 BRIOSO DRIVE

(Street)

COSTA MESA CALIFORNIA 92627

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Charlie's Holdings, Inc. [ CHUC ]

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)
09/03/2026

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	09/03/2026		A		200,000(1)	A	$0	6,950,001	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

Explanation of Responses:

1. The shares will vest on the one year anniversary of the grant, subject to continued service.

	/s/ Michael D. King	09/04/2026
	** 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)