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[Form 4] electroCore, Inc. Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4
Rhea-AI Filing Summary

electroCore, Inc. director John P. Gandolfo was granted 19,011 Annual Deferred Stock Units on 09/02/2025 that vest in 12 equal monthly installments from the grant date, but accelerate to full vesting either one business day prior to the issuer's next annual stockholder meeting or immediately prior to a change of control, provided the reporting person remains in continuous service. After the grant, Mr. Gandolfo beneficially owns 88,098 shares, which includes 65,021 shares that had previously vested from earlier deferred unit grants.

Positive
  • 19,011 Annual Deferred Stock Units granted to align director and shareholder interests
  • Vesting accelerates on the earlier of the next annual meeting or a change of control, which can aid retention
Negative
  • None.

Insights

TL;DR: Routine director equity award aligning interests with shareholders; vesting accelerates on governance events.

The grant of 19,011 Annual Deferred Stock Units to a director is a standard compensation mechanism to align management and board incentives with shareholder value. The monthly vesting schedule with acceleration on the approach of the next annual meeting or on a change of control is typical and can help retain the director through near-term governance events. The post‑transaction beneficial ownership of 88,098 shares includes 65,021 previously vested shares, indicating prior ongoing equity compensation.

TL;DR: Non-material insider award; unlikely to move market or valuation alone.

This Form 4 discloses a non-derivative equity grant to a director with no cash purchase price reported. The size of the award relative to total outstanding shares is not provided, so materiality cannot be assessed from this filing alone. There is no sale or disposition reported, and the filing appears to be a routine disclosure of compensation-related issuance.

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*
GANDOLFO JOHN P

(Last) (First) (Middle)
200 FORGE WAY,
SUITE 205

(Street)
ROCKAWAY NJ 07866

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
electroCore, Inc. [ ECOR ]
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)
09/02/2025
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 A 19,011(1) A $0.00 88,098(2) 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. Annual Deferred Stock Units award which vests in 12 equal monthly installments from the grant date; provided, however, that the Deferred Stock Units shall vest in full on the earlier of (i) the close of business one business day prior to the Issuer's next annual stockholder meeting following the grant date, and (ii) the date immediately prior to a change of control, in each case, provided that the Reporting Person remains in continuous service with the Issuer or an affiliate through the applicable vesting date.
2. Includes 65,021 shares that have vested pursuant to previously issued Deferred Stock Units. All such vested shares were previously reported on Form 4 filings at the time of grant.
/s/ John L. Cleary, II, attorney-in-fact 09/04/2025
** 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 electroCore (ECOR) report in this Form 4?

The Form 4 reports that director John P. Gandolfo was granted 19,011 Annual Deferred Stock Units on 09/02/2025 and now beneficially owns 88,098 shares.

How do the 19,011 deferred stock units vest?

They vest in 12 equal monthly installments from the grant date, but vest in full earlier if the reporting person remains in service and either one business day prior to the next annual stockholder meeting or immediately prior to a change of control.

Does the Form 4 show any sale of shares by the reporting person?

No. The filing shows an acquisition of deferred stock units and no dispositions or sales were reported.

How many previously vested shares are included in the post-transaction ownership?

The filing states 65,021 shares were vested from previously issued Deferred Stock Units and are included in the total 88,098 shares beneficially owned.

Was any price paid for the deferred stock units?

The reported price for the acquisition is $0.00, reflecting a compensation grant rather than a purchase.
Electrocore

NASDAQ:ECOR

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39.02M
5.14M
37.28%
15.51%
5.96%
Medical Devices
Electromedical & Electrotherapeutic Apparatus
Link
United States
ROCKAWAY