DLPN Insider Report: William O'Dowd IV Acquires 4,100 Shares via 10b5-1

Rhea-AI Filing Summary

Insider purchase reported by Dolphin Entertainment, Inc. CEO and director William O'Dowd IV. On 09/02/2025 he purchased 4,100 shares of Dolphin common stock at a weighted average price of $1.214 per share (transactions ranged from $1.18 to $1.23). After the purchase the filing shows 362,224 shares held directly by Mr. O'Dowd IV and additional indirect holdings of 54,535 shares held by Dolphin Entertainment, LLC and 62,106 shares held by Dolphin Digital Media Holdings, LLC, both entities wholly owned by him. The filing indicates the trades were made pursuant to a Rule 10b5-1 plan.

Positive

• CEO purchased company stock, signaling alignment with shareholders
• Transactions made under a Rule 10b5-1 plan, which reduces concerns about opportunistic timing
• Filing discloses direct and indirect holdings and offers to provide price breakdowns on request

Negative

• None.

Insights

Financial Analyst

TL;DR: CEO bought shares under a 10b5-1 plan, increasing direct ownership modestly at ~$1.21 per share.

This Form 4 shows an insider purchase, which investors often view as a positive signal because it aligns management with shareholder interests. The purchase of 4,100 shares at a weighted average price of $1.214 is small relative to the reported direct holdings of 362,224 shares, so the transaction is more a reaffirmation of ownership than a material change to share structure. The explicit use of a 10b5-1 plan clarifies the trades were pre-planned, reducing concerns about opportunistic timing but also limiting informational value about management's short-term view.

Corporate Governance Expert

TL;DR: Disclosure is complete and includes indirect holdings and 10b5-1 designation, meeting transparency expectations.

The Form 4 lists direct and indirect beneficial ownership clearly and includes explanatory footnotes identifying the wholly owned entities. The weighted-average price disclosure and the offer to provide transaction-level price details on request demonstrate good disclosure practice. Because the filing confirms the trades were pursuant to a Rule 10b5-1 plan, governance concerns about insider timing are mitigated, though the filing does not provide the plan's inception date or terms, which is common for Form 4s.

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).

X

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^*

O'Dowd William IV

(Last) (First) (Middle)

C/O DOLPHIN ENTERTAINMENT, INC.

150 ALHAMBRA CIRCLE, SUITE 1200

(Street)

CORAL GABLES FL 33134

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Dolphin Entertainment, Inc. [ DLPN ]

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)
09/02/2025

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	09/02/2025		P		4,100	A	$1.214(1)	362,224	D
Common Stock								54,535	I	By Dolphin Entertainment, LLC(2)
Common Stock								62,106	I	By Dolphin Digital Media Holdings, LLC(3)

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 price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $1.18 to $1.23, inclusive. The reporting person undertakes to provide to Dolphin Entertainment, Inc., any security holder of Dolphin Entertainment, Inc or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price with the ranges set forth in this footnote (1) to this Form 4.

2. Dolphin Entertainment, LLC is an entity wholly owned by William O'Dowd IV.

3. Dolphin Digital Media Holdings LLC is an entity wholly owned by William O'Dowd IV.

	/s/ William O'Dowd IV	09/02/2025
	** 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.

FAQ

What shares did Dolphin Entertainment (DLPN) insider William O'Dowd IV buy?

He purchased 4,100 shares of Dolphin common stock on 09/02/2025 at a weighted average price of $1.214 per share.

How many Dolphin shares does William O'Dowd IV beneficially own after the transaction?

The Form 4 reports 362,224 shares held directly, plus 54,535 and 62,106 held indirectly by entities he wholly owns.

Were the trades by the Dolphin CEO part of a planned trading program?

Yes. The filing is checked to indicate the transaction was made pursuant to a Rule 10b5-1(c) trading plan.

At what price range were the DLPN shares purchased?

The filing states purchases occurred at prices ranging from $1.18 to $1.23, with a weighted average of $1.214.