EDAP CEO Rhodes Ryan (NASDAQ: EDAP) details stock and option stake

Rhea-AI Filing Summary

EDAP TMS SA filed an initial ownership report for Chief Executive Officer and Director Rhodes Ryan. As of January 1, 2026, he beneficially owned 301,149 shares of EDAP common stock directly, including restricted stock units granted under the company’s 2025 RSU (Free Share) Plan. These RSUs each represent one share of common stock, with four-sixths vesting on the second anniversary of the June 20, 2025 grant date and the remaining two-sixths vesting in installments on December 20, 2027 and June 20, 2028.

He also directly holds several stock option awards over EDAP common stock: 800,000 options granted June 11, 2021 at an exercise price of $6.57, 200,000 options granted May 2, 2023 at $11.87, 100,000 options granted March 26, 2024 at $8.03, and 500,000 options granted April 15, 2025 at $1.42. These options become exercisable in tranches beginning six months after each grant date and then on a monthly basis through the third anniversary of the respective grants.

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Rhodes Ryan

(Last) (First) (Middle)

4410 EL CAMINO REAL

SUITE 150

(Street)

LOS ALTOS, CA 94022

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/01/2026

3. Issuer Name and Ticker or Trading Symbol
EDAP TMS SA [ EDAP ]

4. 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

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock(1)	301,149	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Options	(2)	06/11/2031	Common Stock	800,000	$6.57(3)	D
Stock Options	(4)	05/02/2033	Stock Options	200,000	$11.87(5)	D
Stock Options	(6)	03/26/2034	Stock Options	100,000	$8.03(7)	D
Stock Options	(8)	04/15/2035	Stock Options	500,000	$1.42(9)	D

Explanation of Responses:

1. Includes restricted stock units ("RSUs") granted pursuant to the 2025 RSU (Free Share) Plan of the Company on June 20, 2025. Each RSU represents the right to receive one share of EDAP common stock, four-sixths of which will vest on the second anniversary of the date of grant and the remaining two-sixths will vest in two installments on December 20, 2027 and on June 20, 2028, respectively.

2. The options, which were granted on June 11, 2021, became exercisable with respect to one-sixth of the options on the six-month anniversary of the date of grant and became exercisable on a monthly basis thereafter through the third anniversary of the date of grant with respect to the remaining options.

3. The option exercise price reflected was converted from 5.59 euros to U.S. dollars based on an exchange rate of EUR 1 to USD 1.1750.

4. The options, which were granted on May 2, 2023, became exercisable with respect to one-sixth of the options on the six-month anniversary of the date of grant and became exercisable or will become exercisable on a monthly basis thereafter through the third anniversary of the date of grant with respect to the remaining options.

5. The option exercise price reflected was converted from 10.10 euros into U.S. dollars based on an exchange rate of EUR 1 to USD 1.1750.

6. The options, which were granted on March 26, 2024, became exercisable with respect to one-sixth of the options on the six-month anniversary of the date of grant and became exercisable or will become exercisable on a monthly basis thereafter through the third anniversary of the date of grant with respect to the remaining options.

7. The option exercise price reflected was converted from 6.83 euros to U.S. dollars based on an exchange rate of EUR 1 to USD 1.1750.

8. The options, which were granted on April 15, 2025, became exercisable with respect to one-sixth of the options on the six-month anniversary of the date of grant and became exercisable or will become exercisable on a monthly basis thereafter through the third anniversary of the date of grant with respect to the remaining options.

9. The option exercise price reflected was converted from 1.21 euros into U.S. dollars based on an exchange rate of EUR 1 to USD 1.1750.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Blandine Confort, as Attorney-in-Fact	01/14/2026
	** 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 5 (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 does this Form 3 filing show about EDAP (EDAP) insider ownership?

The Form 3 shows that Chief Executive Officer and Director Rhodes Ryan is a reporting person for EDAP TMS SA and discloses his initial beneficial ownership in the company’s common stock and stock options as of January 1, 2026.

How many EDAP (EDAP) common shares does Rhodes Ryan beneficially own?

Rhodes Ryan beneficially owns 301,149 shares of EDAP common stock directly. This total includes restricted stock units (RSUs) granted under the company’s 2025 RSU (Free Share) Plan.

What stock option awards over EDAP (EDAP) shares does Rhodes Ryan hold?

He directly holds several stock option grants over EDAP common stock: 800,000 options granted on June 11, 2021 with a $6.57 exercise price, 200,000 options granted on May 2, 2023 at $11.87, 100,000 options granted on March 26, 2024 at $8.03, and 500,000 options granted on April 15, 2025 at $1.42.

How and when do EDAP (EDAP) RSUs for Rhodes Ryan vest?

The RSUs granted on June 20, 2025 each represent one EDAP common share. Four-sixths of the RSUs vest on the second anniversary of the grant date, and the remaining two-sixths vest in two installments on December 20, 2027 and June 20, 2028, respectively.

What is the vesting schedule for the EDAP (EDAP) stock options held by Rhodes Ryan?

For each option grant, one-sixth of the options became exercisable on the six-month anniversary of the grant date. The remaining options became or will become exercisable on a monthly basis thereafter through the third anniversary of the respective grant dates.

Were any EDAP (EDAP) shares bought or sold in this Form 3?

No purchase or sale transactions are disclosed. This Form 3 reports holdings of EDAP common stock, RSUs, and stock options by Rhodes Ryan as of January 1, 2026, rather than new trades.

Why are EDAP (EDAP) option exercise prices shown in U.S. dollars?

The exercise prices were originally set in euros and then shown in U.S. dollars using an exchange rate of EUR 1 to USD 1.1750 for each grant, as explained in the footnotes.