Galectin Therapeutics (GALT) CFO details 10b5-1 stock sales in Form 4

Rhea-AI Filing Summary

Galectin Therapeutics Chief Financial Officer Jack W. Callicutt reported a series of equity transactions in early January 2026. On January 1, 2026, 60,000 Restricted Stock Units converted into common shares at an exercise price of $0, and on January 2, 2026 he acquired 60,000 common shares for no additional consideration upon vesting.

Also on January 2, 2026, he sold 13,914 common shares at a weighted average price of $4.1968, followed by sales of 25,732 shares on January 5, 2026 at a weighted average of $3.8978 and 20,354 shares on January 6, 2026 at a weighted average of $3.6698. These sales, totaling 60,000 shares, were made under a Rule 10b5-1 trading plan adopted on April 17, 2025, and left him holding 7,614 common shares directly.

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).

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)
01/02/2026

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	01/02/2026		M		60,000	A	$0(3)	67,614	D
Common Stock	01/02/2026		S(1)		13,914(1)	D	$4.1968(2)	53,700	D
Common Stock	01/05/2026		S(1)		25,732(1)	D	$3.8978(5)	27,968	D
Common Stock	01/06/2026		S(1)		20,354(1)	D	$3.6698(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
Restricted Stock Unit	$0(3)	01/01/2026		M			60,000(4)	01/02/2026(4)	(4)	Common Stock	60,000	$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 shares were sold in multiple transactions at prices ranging from $4.00 to $4.34. 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.

3. Shares of common stock acquired for no additional consideration resulting from vesting of Restricted Stock Units.

4. Restricted Stock Units disposed upon conversion into shares of common stock pursuant to vesting on January 2, 2026.

5. The shares were sold in multiple transactions at prices ranging from $3.81 to $4.06. 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 $3.47 to $3.81. 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	01/06/2026
	** 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 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 activity did Galectin Therapeutics (GALT) report for its CFO?

Galectin Therapeutics reported that Chief Financial Officer Jack W. Callicutt had 60,000 Restricted Stock Units vest and convert into common stock, followed by sales of 60,000 common shares over several days in January 2026.

On what dates did the Galectin Therapeutics CFO sell GALT common stock?

The CFO sold 13,914 shares of common stock on January 2, 2026, 25,732 shares on January 5, 2026, and 20,354 shares on January 6, 2026.

What prices did the Galectin Therapeutics CFO receive for the GALT share sales?

The sales were executed at weighted average prices of $4.1968 on January 2, 2026, $3.8978 on January 5, 2026, and $3.6698 on January 6, 2026, with each day including multiple trades within disclosed price ranges.

Were the Galectin Therapeutics CFO’s GALT share sales under a Rule 10b5-1 plan?

Yes. The filing states that the reported transactions were made pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on April 17, 2025 and previously disclosed in a Form 10-Q.

How many Galectin Therapeutics shares does the CFO own after these transactions?

After the reported vesting and sales, the CFO directly beneficially owns 7,614 shares of Galectin Therapeutics common stock.

How were the Galectin Therapeutics CFO’s RSUs reflected in this Form 4?

The filing shows 60,000 Restricted Stock Units with an exercise price of $0 that became exercisable on January 1, 2026 and were disposed of upon conversion into 60,000 common shares on January 2, 2026 due to vesting.