Form 4: Samuel George A. reports multiple insider transactions in LCTX

Rhea-AI Filing Summary

Samuel George A. III reported multiple insider transaction types in a Form 4 filing for LCTX. The filing lists transactions totaling 14,652 shares at a weighted average price of $1.80 per share. Following the reported transactions, holdings were 33,565 shares.

Insider Trade Summary

6,075 shares exercised/converted

Mixed 3 txns

Insider Samuel George A. III

Role General Counsel and Secretary

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	6,075	$0.00	--
Exercise	Common Shares	6,075	$0.00	--
Tax Withholding	Common Shares	2,502	$1.80	$5K

Holdings After Transaction: Restricted Stock Units — 0 shares (Direct); Common Shares — 33,565 shares (Direct)

Footnotes (1)

1. Shares earned by the Reporting Person as a result of the vesting of a portion of Restricted Stock Units ("RSUs") granted to the Reporting Person on February 11, 2022. RSUs convert into common shares on a one-for-one basis. Does not include RSUs that may be settled in shares of the issuer's common stock that have not vested as of the date hereof or shares that may be acquired upon the exercise of certain stock options. Shares withheld by the issuer to satisfy statutory tax withholding requirements on the vesting of 6,075 RSUs in a transaction exempt under Rule 16(b)-3. No shares were sold in connection with this transaction The Reporting Person was granted 24,303 RSUs on February 11, 2022, that vested with respect to approximately 25% of the shares subject to the award on each of February 11, 2023, 2024, 2025 and 2026.

Form 4 Insider Transactions: What Each Field Means →

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^*

Samuel George A. III

(Last) (First) (Middle)

C/O LINEAGE CELL THERAPEUTICS

2173 SALK AVENUE, SUITE 200

(Street)

CARLSBAD CA 92008

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Lineage Cell Therapeutics, Inc. [ LCTX ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	General Counsel and Secretary

3. Date of Earliest Transaction (Month/Day/Year)
02/11/2026

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 Shares	02/11/2026		M		6,075(1)	A	(1)	33,565(2)	D
Common Shares	02/11/2026		F		2,502(3)	D	$1.8	31,063(2)	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 Units	$0	02/11/2026		M			6,075	(4)	(4)	Common Shares	6,075	$0	0	D

Explanation of Responses:

1. Shares earned by the Reporting Person as a result of the vesting of a portion of Restricted Stock Units ("RSUs") granted to the Reporting Person on February 11, 2022. RSUs convert into common shares on a one-for-one basis.

2. Does not include RSUs that may be settled in shares of the issuer's common stock that have not vested as of the date hereof or shares that may be acquired upon the exercise of certain stock options.

3. Shares withheld by the issuer to satisfy statutory tax withholding requirements on the vesting of 6,075 RSUs in a transaction exempt under Rule 16(b)-3. No shares were sold in connection with this transaction

4. The Reporting Person was granted 24,303 RSUs on February 11, 2022, that vested with respect to approximately 25% of the shares subject to the award on each of February 11, 2023, 2024, 2025 and 2026.

	/s/ George A. Samuel III	02/13/2026
	** 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 transaction did LCTX General Counsel report on February 11, 2026?

The General Counsel reported vesting of 6,075 Restricted Stock Units that converted into 6,075 common shares. These RSUs were originally granted on February 11, 2022 and convert to common shares on a one-for-one basis, increasing his direct share ownership before tax withholding.

How many Lineage Cell Therapeutics (LCTX) shares were withheld for taxes?

The issuer withheld 2,502 common shares to satisfy statutory tax withholding on the RSU vesting. This transaction, coded "F," represents payment of tax liability by delivering securities at a price of $1.8 per share, as disclosed in the Form 4 filing.

Did the LCTX General Counsel sell any shares in this Form 4 filing?

No, the filing states that no shares were sold. Shares coded "F" were withheld by the issuer solely to satisfy statutory tax withholding on the vesting of 6,075 RSUs, in a transaction exempt under Rule 16(b)-3 according to the footnote.

What is the General Counsel’s share ownership in LCTX after these transactions?

After the reported transactions, the General Counsel directly beneficially owned 31,063 common shares. This figure reflects the RSU conversion and the share withholding for taxes, and excludes unvested RSUs or shares issuable upon exercise of stock options described in the footnotes.

What were the original terms of the 24,303 RSUs granted to the LCTX General Counsel?

The General Counsel was granted 24,303 RSUs on February 11, 2022. These RSUs vested with respect to approximately 25% of the shares on each of February 11, 2023, 2024, 2025 and 2026, creating four equal annual vesting installments as described in the footnotes.

How do the RSUs reported by the LCTX General Counsel convert into common shares?

The RSUs convert into common shares on a one-for-one basis. In this filing, 6,075 RSUs vested and were settled into 6,075 common shares, consistent with the conversion ratio explicitly stated in the explanation of responses section of the Form 4.