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Calidi Biotherapeutics grants director 4,000 options

Calidi Biotherapeutics, Inc. (CLDI) reported that director Alan R. Stewart received a grant of non-qualified stock options for 4,000 shares of common stock.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Calidi Biotherapeutics, Inc. (CLDI) reported that director Alan R. Stewart received a grant of non-qualified stock options for 4,000 shares of common stock. The options have an exercise price of $1.36 per share, expire on August 17, 2036, and were issued under the company’s 2023 Equity Incentive Plan pursuant to its non-employee director compensation policy.

The options vest and become exercisable in 1/12th per month over one year starting on the August 17, 2026 grant date. Following this grant, the reported derivative holdings from this award total 4,000 options, excluding any options previously granted to the director.

Positive

  • None.

Negative

  • None.
Insider Stewart Alan R.
Role Director
Type Security Shares Price Value
Grant/Award Non-Qualified Stock Options (right to buy) F1, F2 4,000 $0.00 $0.00
Holdings After Transaction: Non-Qualified Stock Options (right to buy) — 4,000 contracts (Direct)
Footnotes (2)
  1. F1. On August 17, 2026, the Reporting Person was issued a non-qualified stock option to purchase 4,000 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 4,000 options Non-qualified stock options to purchase common stock granted on August 17, 2026
Exercise Price $1.36 per share Exercise price equals the closing price on the August 17, 2026 grant date
Expiration Date August 17, 2036 Expiration for the 4,000 non-qualified stock options
Vesting Schedule 1/12 per month over one year Monthly vesting starting on the August 17, 2026 grant date
Derivative Holdings After Grant 4,000 options Total options from this award following the reported transaction, excluding prior grants
non-qualified stock option financial
"the Reporting Person was issued a non-qualified stock option to purchase 4,000 shares"
A non-qualified stock option (NSO) is a contract that lets an employee or service provider buy company shares at a fixed price for a set period, like a voucher to purchase stock later at today’s price. It matters to investors because exercising NSOs creates ordinary income for the holder and can increase share count, affecting a company’s earnings and ownership mix; think of it as a future sale that can dilute existing shareholders and has immediate tax consequences for the recipient.
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"
exercise price financial
"at an exercise price of $1.36 per share"
The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.

FAQ

What did CLDI disclose about director Alan R. Stewart’s new option grant?

Calidi Biotherapeutics (CLDI) disclosed that director Alan R. Stewart was granted 4,000 non-qualified stock options on August 17, 2026. These options are for common stock and were issued under the company’s 2023 Equity Incentive Plan as director compensation.

What is the exercise price of Alan R. Stewart’s new CLDI stock options?

The options have an exercise price of $1.36 per share, equal to CLDI’s closing price on August 17, 2026. This price is what must be paid per share if the director chooses to exercise the options before expiration.

How do the newly granted CLDI options vest for Alan R. Stewart?

The 4,000 CLDI options vest and become exercisable in 1/12th per month over one year starting on August 17, 2026. This creates a monthly vesting schedule, fully vesting the grant after twelve months from the grant date.

When do Alan R. Stewart’s CLDI stock options expire?

The non-qualified stock options granted to Alan R. Stewart expire on August 17, 2036. He may exercise vested options any time before this expiration date, subject to the terms of the 2023 Equity Incentive Plan and company policies.

How many CLDI options does Alan R. Stewart hold from this new grant?

From this specific grant, Alan R. Stewart holds 4,000 non-qualified stock options following the transaction. A footnote clarifies that this figure does not include any CLDI stock options previously granted to him under earlier awards.

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

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Learn about SEC filing dates
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*
Stewart Alan R.

(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)$1.3608/17/2026A4,000 (1)08/17/2036Common Stock4,000$04,000(2)D
Explanation of Responses:
1. On August 17, 2026, the Reporting Person was issued a non-qualified stock option to purchase 4,000 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)