Charlie's Holdings COO gets 200K-share grant

Charlie's Holdings COO Ryan Stump received a 200,000-share stock award that vests after one year, increasing both his direct and trust-held positions.

Rhea-AI Filing Summary

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

Charlie's Holdings, Inc. (CHUC) reported that Chief Operating Officer Ryan Stump received a grant of 200,000 shares of common stock on September 3, 2026 as a compensation award. The shares vest on the one-year anniversary of the grant, subject to continued service. After the grant he holds 2,551,968 shares directly and 27,349,787 shares indirectly through the Ryan Stump Legacy Trust. No Rule 10b5-1 trading plan is reported.

Insider Trade Summary

Grant/Award: 200,000 shares

Grant/Award 2 txns

Insider Stump Ryan

Role Chief Operating Officer

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

Holdings After Transaction: Common Stock — 2,551,968 shares (Direct); Common Stock — 27,349,787 shares (Indirect, By Ryan Stump Legacy Trust)

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 Direct holdings after transaction: 2,551,968 shares Indirect holdings via trust: 27,349,787 shares +2 more

5 metrics

Shares granted 200,000 shares Common stock award to COO Ryan Stump on September 3, 2026

Direct holdings after transaction 2,551,968 shares Direct ownership of Ryan Stump following the grant

Indirect holdings via trust 27,349,787 shares Common stock held indirectly by Ryan Stump Legacy Trust

Grant date September 3, 2026 Date of common stock award to Ryan Stump

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

Key Terms

Rule 10b5-1, vesting, indirect ownership

3 terms

Rule 10b5-1 regulatory

"No Rule 10b5-1 trading plan is reported in connection with these transactions"

Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.

vesting financial

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

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.

indirect ownership financial

"total shares following transaction held indirectly By Ryan Stump Legacy Trust"

FAQ

What insider transaction did CHUC report for COO Ryan Stump?

Charlie's Holdings reported that COO Ryan Stump received a grant of 200,000 shares of common stock on September 3, 2026 as a compensation award, with no cash price per share reported and vesting after one year subject to continued service.

How many CHUC shares does Ryan Stump hold directly after this Form 4?

After the reported grant, Ryan Stump holds 2,551,968 shares of Charlie's Holdings common stock directly. This figure is disclosed as his total direct ownership following the September 3, 2026 award transaction.

What are Ryan Stump’s indirect holdings of CHUC through the Ryan Stump Legacy Trust?

In addition to his direct shares, Ryan Stump is reported as having 27,349,787 shares of Charlie's Holdings common stock held indirectly, described as held “By Ryan Stump Legacy Trust.”

When do the newly granted CHUC shares to Ryan Stump vest?

The 200,000 newly granted Charlie's Holdings shares to Ryan Stump will vest on the one-year anniversary of the grant, and vesting is subject to continued service according to the footnote disclosure.

Was Ryan Stump’s CHUC stock grant made under a Rule 10b5-1 trading plan?

No. The filing indicates no Rule 10b5-1 plan is reported in connection with these transactions, and there is no footnote stating that the award was made pursuant to a pre-arranged trading plan.

Did the Form 4 for CHUC report any stock sales by Ryan Stump?

No. The Form 4 reports an acquisition of 200,000 shares as a grant or award and lists updated holdings, but it does not report any stock sales or dispositions by Ryan Stump.

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

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Available on EDGAR 09/04/2026 - 05:52 PM Accepted by SEC EDGAR 09/04/2026 - 05:51 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^*

Stump Ryan

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Operating Officer

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	2,551,968	D
Common Stock								27,349,787	I	By Ryan Stump Legacy Trust

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/ Ryan Stump	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)