Definium CEO awarded 375,000 performance shares

Definium Therapeutics, Inc. reported that Chief Executive Officer Robert Barrow acquired 375,000 common shares as a grant/award at a price of $0.0000 per share.

Rhea-AI Filing Summary

Definium Therapeutics, Inc. reported that Chief Executive Officer Robert Barrow acquired 375,000 common shares as a grant/award at a price of $0.0000 per share. The award represents the second tranche of performance share units granted effective March 12, 2025, and remains subject to vesting based on continued employment through March 12, 2028 and the achievement of specified clinical and regulatory milestones. Following this award, Barrow directly holds 1,473,246 common shares.

Insider Trade Summary

Grant/Award: 375,000 shares

Grant/Award 1 txn

Insider Barrow Robert

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Shares F1	375,000	$0.00	$0.00

Holdings After Transaction: Common Shares — 1,473,246 shares (Direct)

Footnotes (1)

1. F1. The common shares represent the second tranche of performance share units granted effective March 12, 2025, and remain subject to vesting based on the Reporting Person's continued employment through March 12, 2028. Each performance share unit represented a contingent right to receive one common share based on, and subject to, the achievement of certain clinical and regulatory milestones set forth in the Performance Share Unit Award Agreement.

Key Figures

Shares granted: 375,000 common shares Grant price per share: $0.0000 Shares held after transaction: 1,473,246 common shares +2 more

5 metrics

Shares granted 375,000 common shares Grant/award acquisition reported for CEO Robert Barrow

Grant price per share $0.0000 Price per share for the 375,000-share award

Shares held after transaction 1,473,246 common shares CEO Robert Barrow’s direct holdings following the award

Original PSU grant date March 12, 2025 Effective date of performance share unit grant

Service vesting date March 12, 2028 Continued-employment requirement for vesting

Key Terms

performance share units, contingent right, clinical and regulatory milestones, Performance Share Unit Award Agreement

4 terms

performance share units financial

"The common shares represent the second tranche of performance share units granted"

Performance share units are a type of company stock award given to employees that depend on the company meeting specific goals or targets. If these goals are achieved, the employee receives shares or the value of shares; if not, they may receive little or no compensation. This aligns employees’ interests with the company's success and encourages performance that benefits investors.

contingent right financial

"Each performance share unit represented a contingent right to receive one common share"

clinical and regulatory milestones medical

"subject to the achievement of certain clinical and regulatory milestones set forth"

Clinical and regulatory milestones are the key steps a medical product must clear as it is tested on patients and reviewed by government health authorities, such as completing major clinical trials, filing safety and effectiveness data, or receiving marketing approval. Investors watch these checkpoints like milestones on a roadmap because each one sharply changes the odds that a product will reach patients and generate revenue, much like a car passing inspection before it can be sold.

Performance Share Unit Award Agreement financial

"set forth in the Performance Share Unit Award Agreement"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Definium Therapeutics (DFTX) report for its CEO?

Definium Therapeutics reported that CEO Robert Barrow received a grant of 375,000 common shares. The shares derive from performance share units and remain subject to vesting conditions tied to employment and defined milestones through March 12, 2028.

How many Definium Therapeutics (DFTX) shares does the CEO hold after this Form 4?

After the reported award, CEO Robert Barrow directly holds 1,473,246 common shares of Definium Therapeutics. This figure reflects the position following the 375,000-share performance-based grant disclosed in the Form 4.

What are the vesting conditions on the 375,000 Definium Therapeutics (DFTX) shares granted to the CEO?

The 375,000 common shares represent the second tranche of performance share units and remain subject to vesting based on Robert Barrow’s continued employment through March 12, 2028 and the achievement of specified clinical and regulatory milestones.

When were the performance share units underlying the new Definium Therapeutics (DFTX) shares originally granted?

The performance share units underlying the 375,000 common shares were granted effective March 12, 2025. Each unit provided a contingent right to receive one common share, subject to clinical and regulatory milestones and service-based vesting conditions.

Are the newly reported Definium Therapeutics (DFTX) CEO shares tied to specific performance goals?

Yes. Each performance share unit underlying the 375,000-share award represented a contingent right to one common share, dependent on achieving clinical and regulatory milestones defined in the Performance Share Unit Award Agreement, plus continued employment through March 12, 2028.

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

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Available on EDGAR 08/12/2026 - 08:30 AM Accepted by SEC EDGAR 08/12/2026 - 08:30 AM 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^*

Barrow Robert

(Last) (First) (Middle)

C/O DEFINIUM THERAPEUTICS, INC.

ONE WORLD TRADE CENTER, SUITE 8500

(Street)

NEW YORK NEW YORK 10007

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Definium Therapeutics, Inc. [ DFTX ]

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/12/2026

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 Shares	08/12/2026		A		375,000(1)	A	$0.00	1,473,246	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

Explanation of Responses:

1. The common shares represent the second tranche of performance share units granted effective March 12, 2025, and remain subject to vesting based on the Reporting Person's continued employment through March 12, 2028. Each performance share unit represented a contingent right to receive one common share based on, and subject to, the achievement of certain clinical and regulatory milestones set forth in the Performance Share Unit Award Agreement.

	/s/ Mark Sullivan, Attorney-in-Fact for Robert Barrow	08/12/2026
	** 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)