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Calidi Biotherapeutics (CLDI) grants director 6,000 options vesting in 12 months

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Form Type
4

Rhea-AI Filing Summary

Calidi Biotherapeutics, Inc. (CLDI) reported that director Sanders Corazon (Corsee) D. received a grant of non-qualified stock options on August 17, 2026. The grant covers 6,000 options to purchase common stock at an exercise price of $1.36 per share, equal to the closing price on the grant date. These options vest and become exercisable in 1/12th monthly installments over one year, starting on the grant date, and expire on August 17, 2036. The options were granted under Calidi’s non-employee director compensation policy and issued pursuant to its 2023 Equity Incentive Plan. The reported post-transaction holding of 6,000 options reflects only this grant and does not include options previously granted to the director.

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Insider Sanders Corazon (Corsee) D.
Role Director
Type Security Shares Price Value
Grant/Award Non-Qualified Stock Options (right to buy) F1, F2 6,000 $0.00 $0.00
Holdings After Transaction: Non-Qualified Stock Options (right to buy) — 6,000 shares (Direct)
Footnotes (2)
  1. F1. On August 17, 2026, the Reporting Person was issued a non-qualified stock option to purchase 6,000 shares of common stock (the "Options") at an exercise price of $1.36 per share (equal to the closing price on the grant date, August 17, 2026) and shall vest, and become exercisable, in 1/12th per month installments over one year commencing on the grant date. The stock options were granted pursuant to the Issuer's non-employee director compensation policy and issued under the Issuer's 2023 Equity Incentive Plan.
  2. F2. Does not include the stock options previously granted to the Reporting Person.
Options granted 6,000 options Non-qualified stock options granted on August 17, 2026
Exercise price $1.36 per share Exercise price equal to closing price on grant date August 17, 2026
Underlying shares 6,000 shares Common shares underlying the non-qualified stock options
Vesting schedule 1/12 per month over one year Vests monthly starting on the August 17, 2026 grant date
Expiration date August 17, 2036 Expiration of the non-qualified stock options grant
Post-transaction options reported 6,000 options Direct holdings from this grant only; excludes previously granted options
Non-Qualified Stock Options financial
"the Reporting Person was issued a non-qualified stock option to purchase 6,000 shares"
Non-qualified stock options are a type of employee benefit that gives individuals the right to buy company shares at a set price, usually lower than the market value, within a certain period. Unlike other options that may have special tax advantages, these options are taxed as income when exercised, which can affect how much money the employee or investor ultimately gains. They are important because they can influence company compensation strategies and impact the financial outcomes for employees and investors.
2023 Equity Incentive Plan financial
"issued under the Issuer's 2023 Equity Incentive Plan"
non-employee director compensation policy financial
"granted pursuant to the Issuer's non-employee director compensation policy"
vest financial
"shall vest, and become exercisable, in 1/12th per month installments"
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.

FAQ

What equity award did CLDI director Sanders Corazon receive on August 17, 2026?

On August 17, 2026, the director received 6,000 non-qualified stock options to buy Calidi Biotherapeutics common stock. The options vest monthly over one year and were granted under the company’s non-employee director compensation policy and 2023 Equity Incentive Plan.

What is the exercise price of the new stock options granted by CLDI?

The new options have an exercise price of $1.36 per share, equal to the closing price on August 17, 2026. This price is the cost per share to exercise the 6,000 non-qualified stock options for Calidi Biotherapeutics common stock.

How do the CLDI stock options granted on August 17, 2026 vest?

The options vest in 1/12th per month over one year, beginning on the August 17, 2026 grant date. This schedule means the 6,000 non-qualified stock options become exercisable gradually in equal monthly installments throughout the year.

When do the Calidi Biotherapeutics (CLDI) options granted to the director expire?

The non-qualified stock options granted on August 17, 2026 expire on August 17, 2036. After this date, any unexercised portion of the 6,000 options to purchase Calidi Biotherapeutics common stock can no longer be exercised.

Are previously granted CLDI stock options to the director included in the reported post-transaction holdings?

No. A footnote states that the reported 6,000 options following the transaction do not include stock options previously granted. The Form 4 entry therefore reflects only this specific August 17, 2026 grant, not the director’s total option holdings.

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

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SEC Form 4
FORM 4UNITED 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*
Sanders Corazon (Corsee) D.

(Last)(First)(Middle)
C/O CALIDI BIOTHERAPEUTICS, INC.
4475 EXECUTIVE DRIVE, SUITE 200

(Street)
SAN DIEGO CALIFORNIA 92121

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Calidi Biotherapeutics, Inc. [ CLDI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/17/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Non-Qualified Stock Options (right to buy)(1)$1.3608/17/2026A6,000 (1)08/17/2036Common Stock6,000$06,000(2)D
Explanation of Responses:
1. On August 17, 2026, the Reporting Person was issued a non-qualified stock option to purchase 6,000 shares of common stock (the "Options") at an exercise price of $1.36 per share (equal to the closing price on the grant date, August 17, 2026) and shall vest, and become exercisable, in 1/12th per month installments over one year commencing on the grant date. The stock options were granted pursuant to the Issuer's non-employee director compensation policy and issued under the Issuer's 2023 Equity Incentive Plan.
2. Does not include the stock options previously granted to the Reporting Person.
/s/ Andrew Jackson, Attorney-in-fact08/19/2026
** Signature of Reporting PersonDate
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)