Eton Pharmaceuticals, Inc. (ETON) insider files Form 4 for RSU tax share sale

Rhea-AI Filing Summary

Eton Pharmaceuticals, Inc. reported an insider stock transaction by a person who serves as its President & CEO, director, and 10% owner. On 12/12/2025, 6,732 shares of common stock were disposed of in a transaction coded "F," which reflects shares withheld by the company to cover withholding taxes upon the vesting of restricted stock units. The shares were sold at a weighted average price of $16.83.

Following this tax-related transaction, the reporting person directly beneficially owns 2,894,281 shares of Eton Pharmaceuticals common stock.

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
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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).

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^*

BRYNJELSEN SEAN

(Last) (First) (Middle)

C/O ETON PHARMACEUTICALS, INC.

21925 W. FIELD PARKWAY, SUITE 235

(Street)

DEERPARK IL 60010-7208

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Eton Pharmaceuticals, Inc. [ ETON ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/12/2025

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	12/12/2025		F		6,732(1)	D	$16.83(2)(3)	2,894,281	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. Shares withheld by the Issuer to satisfy applicable withholding taxes upon the vesting of restricted stock units.

2. The shares were sold in multiple trades at prices ranging from $16.66 to $16.98. The price reported above reflects the weighted average sales price.

3. The Reporting Person will provide upon request by the Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased or sold at each separate price.

Remarks:

The Reporting Person has authorized and designated the named person to file this Form 4 on the reporting person's behalf for indefinite duration.

	/s/ James R. Gruber	12/12/2025
	** 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 insider stock transaction did Eton Pharmaceuticals (ETON) disclose in this Form 4?

The company disclosed that a reporting person who is its President & CEO, director, and 10% owner disposed of 6,732 shares of common stock on 12/12/2025 in a transaction coded "F" related to equity compensation.

How many Eton Pharmaceuticals (ETON) shares does the insider own after this transaction?

After the reported transaction, the insider directly beneficially owns 2,894,281 shares of Eton Pharmaceuticals common stock.

What was the price for the Eton Pharmaceuticals (ETON) shares sold in this Form 4?

The 6,732 shares were sold in multiple trades at prices ranging from $16.66 to $16.98, with a reported weighted average sales price of $16.83.

Why were the Eton Pharmaceuticals (ETON) shares disposed of in this insider transaction?

According to the explanation, the 6,732 shares were withheld by Eton Pharmaceuticals to satisfy applicable withholding taxes upon the vesting of restricted stock units.

What is the role of the reporting person involved in this Eton Pharmaceuticals (ETON) Form 4?

The reporting person is a director, a 10% owner, and serves as President & CEO of Eton Pharmaceuticals, Inc.

Does the Form 4 for Eton Pharmaceuticals (ETON) mention how detailed trade data can be obtained?

Yes. It states that the reporting person will provide, upon request to the SEC staff, the issuer, or a security holder, full information about the number of shares purchased or sold at each separate price.