[Form 4] DarioHealth Corp. Insider Trading Activity

Rhea-AI Filing Summary

Lawrence B. Leisure, a director of DarioHealth Corp. (DRIO), reported the acquisition of 20,000 shares of common stock as a restricted share award on 09/11/2025. The award is recorded at a price of $0 and will vest on the last day of the two-year anniversary after the grant date, so the shares are not immediately transferable. Following the reporting adjustments for a 20-for-1 reverse stock split effective August 28, 2025, the filing lists 12,900 shares as beneficially owned indirectly through NearWater Growth, LLC. The Form 4 was signed by the reporting person on 09/15/2025.

Positive

• Director received 20,000 restricted shares, aligning long-term interests with the company
• Filing discloses indirect beneficial ownership of 12,900 shares via NearWater Growth, LLC, improving transparency
• Reverse split adjustment (20-for-1) is explicitly noted, clarifying post-split share counts

Negative

• Restricted award vests in two years, so shares are not immediately transferable or liquid
• Award recorded at $0 (restricted), which may not represent an immediate cash investment by the reporting person

Insights

Corporate Governance Expert

TL;DR: Director received restricted shares that vest in two years, indicating long-term alignment but no immediate increase in liquid ownership.

The filing shows a restricted share award of 20,000 common shares granted to Director Lawrence B. Leisure and recorded at $0, with vesting on the last day of the second-year anniversary after grant. This structure ties the director's economic interest to future performance and retention rather than immediate trading activity. The report also notes indirect beneficial ownership of 12,900 shares via NearWater Growth, LLC adjusted for a 20-for-1 reverse split, which clarifies current holdings. From a governance perspective, the award aligns incentives over a multi-year horizon but does not change near-term voting or market supply.

Securities Analyst

TL;DR: Insiders received restricted stock with delayed vesting; transaction disclosed per Section 16 with reverse-split adjustment reflected.

The Form 4 discloses a non-derivative acquisition coded as an award (A) of 20,000 common shares at a price of $0 on 09/11/2025. The explanatory remarks explicitly state a two-year vesting schedule. The filing also reports 12,900 shares beneficially owned indirectly through NearWater Growth, LLC after a 20-for-1 reverse split effected 08/28/2025. The disclosure provides transparency on timing and adjusted share counts but does not indicate any immediate sale or exercise activity that would impact float today.

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

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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).

1. Name and Address of Reporting Person^*

Leisure Lawrence B.

(Last) (First) (Middle)

322 W 57TH STREET, #33B

(Street)

NEW YORK NY 10019

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
DarioHealth Corp. [ DRIO ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/11/2025

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	09/11/2025(1)		A		20,000	A	$0	20,000	D
Common Stock								12,900(2)	I	By NearWater Growth, LLC

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 restricted share award shall vest on the last day of the second-year anniversary after the grant date.

2. The number of shares beneficially owned reflects the 20-for-1 reverse stock split effected on August 28, 2025.

	/s/ Lawrence B. Leisure	09/15/2025
	** 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 did Lawrence B. Leisure report on Form 4 for DRIO?

The director reported an acquisition of 20,000 restricted common shares on 09/11/2025, recorded at a price of $0, with a two-year vesting schedule.

How many DarioHealth (DRIO) shares does the filing show as beneficially owned?

The Form 4 lists 12,900 shares as beneficially owned indirectly through NearWater Growth, LLC after a 20-for-1 reverse split effective 08/28/2025.

When will the restricted shares reported by the director vest?

The restricted share award shall vest on the last day of the second-year anniversary after the grant date.

Was there any sale or cash purchase reported in this Form 4 for DRIO?

No. The transaction is recorded as an award (acquisition) at $0; there are no sales or cash purchase entries in the form.

Does the Form 4 note any corporate actions affecting share counts?

Yes. The filing explains that the number of shares beneficially owned reflects a 20-for-1 reverse stock split effected on 08/28/2025.