Definium CEO granted 375,000 performance shares

Barrow Robert reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Barrow Robert reported acquisition or exercise transactions in this Form 4 filing.

Definium Therapeutics, Inc. reported that Chief Executive Officer Robert Barrow received a grant of 375,000 common shares as a stock award, with no cash paid per share. Following this award, he directly holds 1,127,454 common shares.

The shares represent the first tranche of performance share units originally granted effective March 12, 2025. They remain subject to vesting based on his continued employment through March 12, 2028 and the achievement of specified clinical and regulatory milestones.

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	375,000	$0.00	$0.00

Holdings After Transaction: Common Shares — 1,127,454 shares (Direct)

Footnotes (1)

1. F1. The common shares represent the first 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 shares Price per share: $0.0000 per share Shares held after: 1,127,454 shares +2 more

5 metrics

Shares granted 375,000 shares Common shares awarded to CEO as stock grant

Price per share $0.0000 per share Grant price for awarded common shares

Shares held after 1,127,454 shares CEO direct holdings after transaction

Grant effective date March 12, 2025 Original effective date of performance share unit grant

Vesting employment date March 12, 2028 Continued employment required for vesting

Key Terms

performance share units, vesting, clinical and regulatory milestones, contingent right

4 terms

performance share units financial

"The common shares represent the first tranche of performance share units granted effective March 12, 2025"

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.

vesting financial

"and remain subject to vesting based on the Reporting Person's continued employment through March 12, 2028"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

clinical and regulatory milestones technical

"based on, and subject to, the achievement of certain clinical and regulatory milestones set forth in the Performance Share Unit Award Agreement"

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.

contingent right financial

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

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 375,000 common shares as a stock award. These shares stem from performance share units and increase his direct holdings to 1,127,454 common shares, reflecting compensation rather than an open-market purchase.

Were the Definium Therapeutics (DFTX) CEO shares bought on the open market?

No, the 375,000 Definium Therapeutics shares were granted as a stock award at zero cost per share. They arise from performance share units tied to specific milestones and continued employment, not from an open-market purchase transaction.

What conditions apply to the Definium Therapeutics (DFTX) CEO performance share units?

The performance share units remain subject to vesting based on Robert Barrow’s continued employment through March 12, 2028. Each unit converts into one common share only if specified clinical and regulatory milestones described in the Performance Share Unit Award Agreement are achieved.

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

After receiving the 375,000-share award, CEO Robert Barrow directly holds 1,127,454 common shares of Definium Therapeutics. This total reflects his position immediately following the reported transaction, as disclosed in the Form 4 filing.

What is the origin date of the Definium Therapeutics (DFTX) performance share units?

The performance share units linked to the 375,000-share award were originally granted effective March 12, 2025. The reported shares represent the first tranche of that grant and continue to be subject to vesting and milestone achievement through March 12, 2028.

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

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Accepted by SEC EDGAR 06/22/2026 - 09:45 AM EDT 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)
06/22/2026

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	06/22/2026		A		375,000(1)	A	$0.00	1,127,454	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 first 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	06/22/2026
	** 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)