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Electromed (ELMD) CFO Reports Restricted Shares and Option Grant on Form 4

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Electromed, Inc. (ELMD) reporting person Bradley M. Nagel, CFO, made scheduled equity transactions on 09/02/2025 that increased his overall beneficial stake. He disposed of 562 common shares to satisfy tax withholding from restricted stock vesting at an average price of $23.95, leaving him with 16,538 shares prior to additional acquisitions. He acquired 5,300 restricted shares (no cash price) that vest in three equal annual installments beginning September 2026, and received an employee stock option to buy 9,800 shares at a $23.95 exercise price expiring 09/02/2035, vesting in three equal annual installments from September 2026. After the transactions, his beneficial ownership rose to 21,838 common shares plus 9,800 option shares exercisable in the future.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: CFO increased long-term economic exposure through restricted stock and options while a small portion of shares were sold for tax withholding.

The reported transactions are routine compensation-related events: a tax-withholding disposition of 562 shares and the receipt of 5,300 restricted shares plus an option grant for 9,800 shares at $23.95 strike. These awards vest over three years and the option expires in 2035, aligning management incentives with multi-year performance. The post-transaction beneficial ownership of 21,838 shares plus 9,800 options modestly raises insider alignment with shareholders but does not represent a material change in control.

TL;DR: Compensation-driven equity grants with multi-year vesting support incentive alignment; the tax-related sale is administrative, not an exit signal.

The structure—restricted stock and long-dated options vesting in equal annual installments—reflects standard retention and incentive practices. The tax withholding disposal is explicitly related to vesting and not a discretionary sale, reducing concerns about information-driven selling. Vesting schedule starting in September 2026 creates forward-looking retention incentives; governance implications are typical for senior executives rather than indicating governance stress or major insider reallocation.

Insider Nagel Bradley M.
Role Chief Financial Officer
Type Security Shares Price Value
Grant/Award Employee Stock Option (right to buy) 9,800 $0.00 --
Tax Withholding Common Stock 562 $23.95 $13K
Grant/Award Common Stock 5,300 $0.00 --
Holdings After Transaction: Employee Stock Option (right to buy) — 9,800 shares (Direct); Common Stock — 16,538 shares (Direct)
Footnotes (1)
  1. Represents shares forfeit to satisfy tax withholding obligations in connection with vesting of previously awarded shares of restricted stock. Restricted stock scheduled to vest in three substantially equal annual installments on each of the first business days of September 2026, 2027 and 2028. Options scheduled to vest and become exercisable in three substantially equal annual installments on each of the first business days of September 2026, 2027 and 2028.
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*
Nagel Bradley M.

(Last) (First) (Middle)
500 SIXTH AVENUE NW

(Street)
NEW PRAGUE MN 56071

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Electromed, Inc. [ ELMD ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Financial 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 F 562(1) D $23.95 16,538 D
Common Stock 09/02/2025 A 5,300(2) A $0 21,838 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
Employee Stock Option (right to buy) $23.95 09/02/2025 A 9,800 (3) 09/02/2035 Common Stock 9,800 $0 9,800 D
Explanation of Responses:
1. Represents shares forfeit to satisfy tax withholding obligations in connection with vesting of previously awarded shares of restricted stock.
2. Restricted stock scheduled to vest in three substantially equal annual installments on each of the first business days of September 2026, 2027 and 2028.
3. Options scheduled to vest and become exercisable in three substantially equal annual installments on each of the first business days of September 2026, 2027 and 2028.
/s/ Joshua L. Colburn, 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.
Electromed

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192.73M
6.50M
Medical Devices
Electromedical & Electrotherapeutic Apparatus
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United States
NEW PRAGUE