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  4. [Form 4] FITLIFE BRANDS, INC. Insider Trading Activity

FitLife Brands (FTLF) grants president stock options and PSUs

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

Rhea-AI Filing Summary

FitLife Brands President Ryan P. Hansen received new equity awards. He was granted 50,000 performance stock units, plus 46,500 incentive stock options and 28,500 non-qualified stock options, each for common stock. The options have a $10.50 exercise price, time-based vesting over three years, and expire on May 15, 2031.

The 50,000 performance stock units vest only if the 30-day volume weighted average price of FitLife’s common stock reaches at least $20.00 before the fifth anniversary of the grant, aligning part of his compensation with longer-term share price performance.

Positive

  • None.

Negative

  • None.

Insights

Routine equity grants align the president’s pay with FitLife’s share performance.

Reporting person Ryan P. Hansen, President of FitLife Brands, received three equity awards: 46,500 incentive stock options, 28,500 non-qualified stock options, and 50,000 performance stock units. All were granted at a $10.50 exercise price for the options and a $0 grant price.

Footnotes state the options were issued under the 2019 Omnibus Incentive Plan, with one-third vesting after one year and the rest over the following two years, subject to continued service. The performance stock units vest only if the 30-day volume weighted average price reaches $20.00 before the fifth anniversary, linking value to sustained stock price levels.

These are compensation awards rather than open-market purchases or sales, so they do not indicate active trading sentiment. Subsequent company filings may clarify how much of these awards ultimately vest based on service and the performance condition.

Insider Hansen Ryan P.
Role President
Type Security Shares Price Value
Grant/Award Stock Options 28,500 $0.00 --
Grant/Award Stock Options 46,500 $0.00 --
Grant/Award Performance Stock Units 50,000 $0.00 --
Holdings After Transaction: Stock Options — 28,500 shares (Direct, null); Performance Stock Units — 125,000 shares (Direct, null)
Footnotes (1)
  1. Represents incentive stock options granted in connection with the Reporting Person's appointment as President, issued pursuant to the Issuer's 2019 Omnibus Incentive Plan. One-third (1/3) of the stock options vest on the one-year anniversary of the grant date, with the remainder vesting in equal increments on each of the second and third anniversary thereafter, subject to continued service. Represents non-qualified stock options granted in connection with the Reporting Person's appointment as President, issued pursuant to the Issuer's 2019 Omnibus Incentive Plan. Represents performance stock units ("PSUs") granted in connection with the Reporting Person's appointment as President, issued pursuant to the Issuer's 2019 Omnibus Equity Incentive Plan. Each PSU represents a contingent right to receive one share of the Issuer's common stock upon vesting, subject to continued service. The PSU will vest on such date that the 30 day volume weighted average price ("VWAP") for shares of the Issuer's common stock meets or exceeds $20.00, and expire on the fifth anniversary of the grant date if not then vested.
Performance stock units granted 50,000 units PSUs granted in connection with appointment as President
Incentive stock options granted 46,500 options Incentive stock options under 2019 Omnibus Incentive Plan
Non-qualified stock options granted 28,500 options Non-qualified stock options under 2019 Omnibus Incentive Plan
Option exercise price $10.50 per share Exercise price for stock options granted May 15, 2031 expiry
PSU price target $20.00 VWAP 30-day volume weighted average price required for PSU vesting
Option expiration May 15, 2031 Expiration date for granted stock options
PSUs after transaction 125,000 units Total performance stock units following transaction
Options after transaction 75,000 and 28,500 options Post-transaction holdings in two stock option awards
Performance Stock Units financial
"Represents performance stock units ("PSUs") granted in connection with the Reporting Person's appointment as President"
Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.
incentive stock options financial
"Represents incentive stock options granted in connection with the Reporting Person's appointment as President"
Incentive stock options are a type of employee stock option that gives eligible workers the right to buy company shares at a fixed price later on, often below future market value. They matter to investors because they align employee incentives with company performance, can dilute existing ownership when exercised, and create potential tax advantages for option holders if certain holding-time rules are met — think of them as a coupon to buy stock at today’s price with extra tax rules attached.
non-qualified stock options financial
"Represents non-qualified stock options granted in connection with the Reporting Person's appointment as President"
Non-qualified stock options are a type of employee benefit that gives individuals the right to buy company shares at a set price, usually lower than the market value, within a certain period. Unlike other options that may have special tax advantages, these options are taxed as income when exercised, which can affect how much money the employee or investor ultimately gains. They are important because they can influence company compensation strategies and impact the financial outcomes for employees and investors.
2019 Omnibus Incentive Plan financial
"issued pursuant to the Issuer's 2019 Omnibus Incentive Plan"
volume weighted average price financial
"the 30 day volume weighted average price ("VWAP") for shares of the Issuer's common stock meets or exceeds $20.00"
The volume weighted average price (VWAP) is a way to measure the average price of a security, such as a stock, over a specific period, taking into account how many units were traded at each price. It’s similar to calculating the average cost of items bought when some are more frequently purchased than others. Investors use VWAP to assess whether a security is being bought or sold at a fair price during trading.
contingent right financial
"Each PSU represents a contingent right to receive one share of the Issuer's common stock upon vesting"
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Hansen Ryan P.
(Last)(First)(Middle)
C/O FITLIFE BRANDS, INC.
5214 S. 13TH STREET
(Street)
OMAHA NEBRASKA 68137
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
FITLIFE BRANDS, INC. [ FTLF ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
President
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Options$10.505/15/2026A28,500(1) (2)05/15/2031Common Stock28,500(1)28,500D
Stock Options$10.505/15/2026A46,500(3) (2)05/15/2031Common Stock46,500(3)75,000D
Performance Stock Units(4)05/15/2026A50,000(4) (4) (4)Common Stock50,000(4)125,000D
Explanation of Responses:
1. Represents incentive stock options granted in connection with the Reporting Person's appointment as President, issued pursuant to the Issuer's 2019 Omnibus Incentive Plan.
2. One-third (1/3) of the stock options vest on the one-year anniversary of the grant date, with the remainder vesting in equal increments on each of the second and third anniversary thereafter, subject to continued service.
3. Represents non-qualified stock options granted in connection with the Reporting Person's appointment as President, issued pursuant to the Issuer's 2019 Omnibus Incentive Plan.
4. Represents performance stock units ("PSUs") granted in connection with the Reporting Person's appointment as President, issued pursuant to the Issuer's 2019 Omnibus Equity Incentive Plan. Each PSU represents a contingent right to receive one share of the Issuer's common stock upon vesting, subject to continued service. The PSU will vest on such date that the 30 day volume weighted average price ("VWAP") for shares of the Issuer's common stock meets or exceeds $20.00, and expire on the fifth anniversary of the grant date if not then vested.
/s/ Ryan Hansen05/19/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What equity awards did FitLife Brands (FTLF) president Ryan P. Hansen receive?

Ryan P. Hansen received 50,000 performance stock units, 46,500 incentive stock options, and 28,500 non-qualified stock options. All relate to FitLife common stock and were granted as compensation in connection with his appointment as President under the company’s 2019 Omnibus incentive plans.

What are the vesting terms of Ryan Hansen’s FitLife (FTLF) stock options?

Hansen’s stock options vest over time. One-third vests on the one-year anniversary of the grant date, with the remaining two-thirds vesting in equal increments on the second and third anniversaries, conditioned on his continued service with FitLife Brands as described in the footnotes.

What triggers vesting of the performance stock units granted to FitLife (FTLF) president?

The 50,000 performance stock units vest only if FitLife’s 30-day VWAP reaches at least $20.00. Each unit represents a right to receive one share of common stock upon vesting, subject to continued service, and they expire on the fifth anniversary if the performance goal is not met.

What is the exercise price and expiration for Ryan Hansen’s FitLife (FTLF) stock options?

Hansen’s stock options have a $10.50 per share exercise price and expire on May 15, 2031. They cover both incentive and non-qualified stock options, each tied to FitLife common stock, and are part of his compensation package as President.

Are Ryan Hansen’s recent FitLife (FTLF) equity grants open-market purchases or sales?

They are compensation grants, not market trades. The Form 4 shows awards coded as acquisitions (A) of performance stock units and stock options, issued under FitLife’s incentive plans, with no reported open-market buying or selling of common shares by Hansen in this filing.

How many equity awards does Ryan Hansen hold after these FitLife (FTLF) grants?

After these grants, Hansen holds 125,000 performance stock units, 75,000 stock options in one award, and 28,500 stock options in another. Each derivative position is tied to FitLife common stock and reflects his post-transaction derivative holdings reported in the Form 4.