Catalyst Pharma (CPRX) HR chief receives stock from RSU vesting

Rhea-AI Filing Summary

Catalyst Pharmaceuticals Chief HR Officer Gregg Russo reported equity compensation activity. On February 17, 2026, 687 restricted stock units vested and converted into an equal number of common shares at $0.00 per share. Of these, 211 shares were withheld to cover taxes, leaving 476 shares delivered. The derivative award vests in five equal annual tranches each February 13 from 2026 through 2030, with shares required to be delivered within sixty days of vesting.

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^*

Russo Gregg

(Last) (First) (Middle)

355 ALHAMBRA CIRCLE

SUITE 801

(Street)

CORAL GABLES FL 33134

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CATALYST PHARMACEUTICALS, INC. [ CPRX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026

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, par value $0.001 per share	02/17/2026		M		687	A	(1)	687	D
Common Stock, par value $0.001 per share	02/17/2026		F		211	D	(2)	476	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
Restricted Stock Units	(1)	02/17/2026		M			687	(3)	(4)	Common Stock	687	$0	71,786	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of the Registrant's common stock upon vesting.

2. Shares withheld by the Registrant to satisfy applicable withholding taxes upon vesting of restricted common stock.

3. Derivative securities vest in equal tranches, 1/5th each on February 13, 2026, February 13, 2027, February 13, 2028, February 13, 2029, and February 13, 2030.

4. Shares of common stock are required to be delivered to the Reporting Person within sixty days of vesting. The first tranche of shares was delivered on February 17, 2026.

	/s/ Gregg Russo	02/19/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Catalyst Pharmaceuticals (CPRX) report for Gregg Russo?

Gregg Russo reported equity compensation vesting and tax withholding. On February 17, 2026, 687 restricted stock units converted into common shares, and 211 shares were withheld to satisfy taxes, resulting in 476 shares delivered to him.

How many Catalyst Pharmaceuticals (CPRX) shares did Gregg Russo ultimately receive?

Gregg Russo ultimately received 476 common shares. A total of 687 restricted stock units vested and converted into shares, but 211 shares were withheld by the company to cover applicable withholding taxes tied to the vesting event.

What do the restricted stock units for Catalyst Pharmaceuticals (CPRX) represent?

Each restricted stock unit represents a right to one share. Upon vesting, every restricted stock unit entitles the holder to receive one share of Catalyst Pharmaceuticals common stock, delivered within sixty days of vesting according to the plan’s terms.

How is Gregg Russo’s RSU award at Catalyst Pharmaceuticals (CPRX) scheduled to vest?

The RSU award vests in five equal annual tranches. The derivative securities vest one-fifth each on February 13 of 2026, 2027, 2028, 2029, and 2030, providing a structured, multi-year equity compensation schedule.

Why were some Catalyst Pharmaceuticals (CPRX) shares withheld from Gregg Russo?

Shares were withheld to cover tax obligations. The company retained 211 common shares upon vesting of restricted stock to satisfy applicable withholding taxes, a common practice for equity compensation settlements.