Definium CEO granted 750K performance shares

Rhea-AI Filing Summary

Definium Therapeutics, Inc. (DFTX) reported that Chief Executive Officer and director Robert Barrow was credited with 750,000 common shares on September 14, 2026 as a grant/award acquisition at a reported price of $0.00 per share, bringing his directly held stake to 2,244,640 common shares.

According to the accompanying footnote, these common shares represent the third tranche of performance share units originally granted effective March 12, 2025 and they remain subject to vesting based on Mr. Barrow’s continued employment through March 12, 2028 and the achievement of specified clinical and regulatory milestones under the Performance Share Unit Award Agreement. No Rule 10b5-1 trading plan is reported for this award.

Insider Trade Summary

Grant/Award: 750,000 shares

Grant/Award 1 txn

Insider Barrow Robert

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Shares F1	750,000	$0.00	$0.00

Holdings After Transaction: Common Shares — 2,244,640 shares (Direct)

Footnotes (1)

1. F1. The common shares represent the third 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: 750,000 shares Price per share reported: $0.00 per share Total shares held after transaction: 2,244,640 shares +2 more

5 metrics

Shares granted 750,000 shares Grant/award acquisition of common shares on September 14, 2026

Price per share reported $0.00 per share Reported for the 750,000-share performance award grant

Total shares held after transaction 2,244,640 shares CEO Robert Barrow’s direct holdings following the September 14, 2026 grant

Vesting end date March 12, 2028 Performance share units remain subject to vesting through this date

Tranche number Third tranche Common shares represent the third tranche of performance share units granted March 12, 2025

Key Terms

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

4 terms

performance share units financial

"represent the third tranche of performance share units granted effective"

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"

clinical and regulatory milestones medical

"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 DFTX report for CEO Robert Barrow?

Definium Therapeutics reported that CEO Robert Barrow received a grant of 750,000 common shares on September 14, 2026 as a performance-based equity award at a reported price of $0.00 per share, classified as a grant or other acquisition.

How many DFTX shares does the CEO hold after this Form 4 transaction?

After the reported grant, CEO Robert Barrow directly holds 2,244,640 common shares of Definium Therapeutics, Inc. This figure reflects his position following the 750,000-share performance award acquisition reported on September 14, 2026.

Are the 750,000 DFTX shares granted to the CEO fully vested?

No. The filing states that the 750,000 common shares represent the third tranche of performance share units granted March 12, 2025 and remain subject to vesting based on continued employment through March 12, 2028 and achievement of specified clinical and regulatory milestones.

What conditions apply to the CEO’s new DFTX performance share units?

The reported performance share units convert into one common share each based on, and subject to, achievement of certain clinical and regulatory milestones and the CEO’s continued employment through March 12, 2028, as set out in the Performance Share Unit Award Agreement.

Was the DFTX CEO’s Form 4 grant made under a Rule 10b5-1 plan?

No. The Form 4 indicates the Rule 10b5-1 checkbox as not affirmed, and there is no footnote stating that the 750,000-share grant was made pursuant to a Rule 10b5-1 or other pre-arranged trading plan.

What type of security was granted to the DFTX CEO in this Form 4?

The transaction reports Common Shares, tied to the third tranche of performance share units. Each performance share unit represents a contingent right to receive one common share subject to clinical and regulatory milestones and continued employment through March 12, 2028.

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

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Available on EDGAR 09/14/2026 - 08:30 AM Accepted by SEC EDGAR 09/14/2026 - 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)
09/14/2026

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	09/14/2026		A		750,000(1)	A	$0.00	2,244,640	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 third 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	09/14/2026
	** 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)