Delcath (DCTH) grants CEO new stock options and RSU awards

Rhea-AI Filing Summary

Delcath Systems, Inc. reported that Chief Executive Officer Michel Gerard J acquired equity awards consisting of stock options and restricted stock units. He received stock options for 195,000 shares at an exercise price of $0.0000 per share, classified as a grant or award acquisition.

The option vests at a rate of one‑thirty‑sixth per month starting on February 17, 2026, continuing monthly while he remains an employee under the company’s 2020 Omnibus Equity Incentive Plan. He was also granted 97,500 restricted stock units, each representing a contingent right to one share of common stock.

One‑third of the RSUs vest on February 17, 2027, with the remaining two‑thirds vesting in equal annual installments over the following two years, subject to his continuous service through each vesting date.

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

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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^*

MICHEL GERARD J

(Last) (First) (Middle)

C/O DELCATH SYSTEMS, INC.

566 QUEENSBURY AVENUE

(Street)

QUEENSBURY NY 12804

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
DELCATH SYSTEMS, INC. [ DCTH ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CHIEF EXECUTIVE 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

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
Stock Option (Right to Buy)	$9.4	02/17/2026		A		195,000		(1)	02/17/2036	Common Stock	195,000	$0	195,000	D
Restricted Stock Units	(2)	02/17/2026		A		97,500		(3)	(3)	Common Stock	97,500	$0	97,500	D

Explanation of Responses:

1. The option will vest and become exercisable at the rate of one-thirty-sixth (1/36th) per month with the first such vesting to occur on February 17, 2026 and monthly thereafter for so long as the reporting person remains an employee of Delcath Systems, Inc. (and subject to the terms and conditions of the Delcath Systems, Inc. 2020 Omnibus Equity Incentive Plan, as amended).

2. Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock.

3. Represents an RSU award, one-third of which shall vest on February 17, 2027 with the remaining two-thirds of the RSUs vesting in equal annual installments over the following two years. The vesting of the RSUs is subject to the Reporting Person's continuous service through each such vesting date.

	/s/ Gerard Michel	02/18/2026
	** 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 equity awards did Delcath Systems (DCTH) grant to its CEO?

Delcath granted its CEO stock options for 195,000 shares and 97,500 restricted stock units. The options and RSUs are classified as award grants, providing future rights to company stock subject to multi‑year vesting schedules and continued employment conditions.

How do the new stock options for the Delcath (DCTH) CEO vest?

The CEO’s 195,000 stock options vest at one‑thirty‑sixth per month, beginning February 17, 2026. Vesting continues monthly for so long as he remains an employee, under the Delcath Systems, Inc. 2020 Omnibus Equity Incentive Plan, as amended.

What are the vesting terms of the Delcath (DCTH) CEO’s RSU award?

The 97,500 RSUs vest over three years: one‑third on February 17, 2027, with the remaining two‑thirds vesting in equal annual installments over the following two years, contingent on the CEO’s continuous service through each vesting date.

What does each RSU granted by Delcath Systems (DCTH) represent?

Each restricted stock unit granted to the CEO represents a contingent right to receive one share of Delcath Systems’ common stock. Shares are only delivered when the RSUs vest under the specified schedule and continued service conditions.

Is the Delcath (DCTH) CEO’s Form 4 transaction a purchase or a grant?

The Form 4 reports award grants, not open‑market purchases. Both the stock options and RSUs are coded as acquisitions from grants or awards, with no cash price per share and vesting over time rather than immediate ownership.

How many derivative securities does the Delcath (DCTH) CEO hold after these grants?

After these grants, the CEO holds 195,000 stock options and 97,500 restricted stock units as reported derivative positions. These amounts reflect the total derivative securities following the reported transactions, subject to their respective vesting schedules and plan terms.