Galectin (GALT) CFO discloses November 2025 insider stock trades

Rhea-AI Filing Summary

Galectin Therapeutics Inc. (GALT) CFO Jack W. Callicutt reported multiple option exercises and related stock sales. On November 17 and 18, 2025, he exercised several stock options to buy common shares at exercise prices of $1.98, $1.11, and $1.23 per share, then sold the exercised shares on the same days.

Sale prices were reported as weighted averages of about $6.0317 on November 17 and $6.223 on November 18, with individual trades ranging from $6.00 to as high as $6.30. After these transactions, Callicutt directly owned 7,614 shares of Galectin common stock. The filing states that all trades were made under a Rule 10b5‑1 trading plan adopted on April 17, 2025.

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).

X

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^*

CALLICUTT JACK W

(Last) (First) (Middle)

C/O GALECTIN THERAPEUTICS INC.

4960 PEACHTREE INDUSTRIAL BLVD., STE 240

(Street)

NORCROSS GA 30071

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
GALECTIN THERAPEUTICS INC [ GALT ]

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)
11/17/2025

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	11/17/2025		M(1)		9,586	A	$1.98	17,200	D
Common stock	11/17/2025		S(1)		9,586	D	$6.0317(5)	7,614	D
Common stock	11/17/2025		M(1)		19,701	A	$1.11	27,315	D
Common stock	11/17/2025		S(1)		19,701	D	$6.0317(5)	7,614	D
Common stock	11/17/2025		M(1)		2,323	A	$1.23	9,937	D
Common stock	11/17/2025		S(1)		2,323	D	$6.0317(5)	7,614	D
Common stock	11/18/2025		M(1)		28,100	A	$1.98	35,714	D
Common stock	11/18/2025		S(1)		28,100	D	$6.223(6)	7,614	D
Common stock	11/18/2025		M(1)		18,210	A	$1.11	25,824	D
Common stock	11/18/2025		S(1)		18,210	D	$6.223(6)	7,614	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
Stock option (right to buy)	$1.98	11/17/2025		M(1)			9,586	06/30/2022(2)	01/24/2032	Common stock	9,586	$0	28,120	D
Stock option (right to buy)	$1.11	11/17/2025		M(1)			19,701	06/30/2023(3)	01/26/2034	Common stock	19,701	$0	18,190	D
Stock option (right to buy)	$1.23	11/17/2025		M(1)			2,323	06/30/2025(4)	01/22/2035	Common stock	2,323	$0	48,750	D
Stock option (right to buy)	$1.98	11/18/2025		M(1)			28,120	06/30/2022(2)	12/04/2032	Common stock	28,120	$0	0	D
Common stock (right to buy)	$1.11	11/18/2025		M(1)			18,190	06/30/2023(3)	01/26/2034	Common stock	18,190	$0	0	D

Explanation of Responses:

1. The reported transaction was made pursuant to a Rule 10b5-1 plan adopted by the reporting person on April 17, 2025, as disclosed in the Issuer?s Quarterly Report on Form 10-Q, filed with the SEC on August 14, 2025.

2. The options vested as follows: 25% on each of June 30, 2022, December 31, 2022, June 30, 2023, and December 31, 2023.

3. The options vested as follows: 25% on each of June 30, 2023, December 31, 2023, June 30, 2024, and December 31, 2024.

4. The options vests as follows: 25% on June 30, 2025, with 25% scheduled to vest on each of December 31, 2025, June 30, 2026, on December 31, 2026.

5. The shares were sold in multiple transactions at prices ranging from $6.00 to $6.10. This amount represents the weighted average sale price of such transactions. The reporting person undertakes to provide full information regarding the number of shares sold at each separate price upon request by the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.

6. The shares were sold in multiple transactions at prices ranging from $6.00 to $6.30. This amount represents the weighted average sale price of such transactions. The reporting person undertakes to provide full information regarding the number of shares sold at each separate price upon request by the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.

	Jack W. Callicutt	11/19/2025
	** Signature of Reporting Person	Date
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FAQ

What insider transactions did GALT CFO Jack W. Callicutt report?

Jack W. Callicutt, the CFO of Galectin Therapeutics Inc. (GALT), reported exercising multiple stock options to acquire common shares and then selling those shares in market transactions on November 17 and 18, 2025.

What prices were involved in the GALT CFO's option exercises and stock sales?

The options were exercised at $1.98, $1.11, and $1.23 per share. The resulting shares were sold at weighted average prices of about $6.0317 on November 17, 2025 and $6.223 on November 18, 2025, with individual trade prices ranging from $6.00 to $6.30.

How many GALT shares does the CFO own after these transactions?

Following the reported option exercises and stock sales, Jack W. Callicutt beneficially owned 7,614 shares of Galectin Therapeutics common stock in direct ownership.

Were the GALT CFO's trades made under a Rule 10b5-1 trading plan?

Yes. The filing states that the reported transactions were made under a Rule 10b5‑1 trading plan adopted by Jack W. Callicutt on April 17, 2025, which was previously disclosed in a company Form 10‑Q.

What do the vesting schedules of the GALT stock options look like?

The filing explains that one option grant vested in four 25% installments on June 30, 2022, December 31, 2022, June 30, 2023, and December 31, 2023, while another vested in four 25% installments on June 30, 2023, December 31, 2023, June 30, 2024, and December 31, 2024. A later grant vests 25% on June 30, 2025 with additional 25% installments scheduled on December 31, 2025, June 30, 2026, and December 31, 2026.

How were the sale prices for the GALT CFO's stock transactions reported?

For both November 17, 2025 and November 18, 2025, the sale prices were disclosed as weighted average prices, with ranges of $6.00–$6.10 and $6.00–$6.30, respectively. The CFO undertook to provide the exact number of shares sold at each price upon request by the SEC, the issuer, or a security holder.