Longeveron (LGVN) CFO has shares withheld to cover RSU tax obligations

Rhea-AI Filing Summary

Longeveron Inc. Chief Financial Officer Lisa Locklear reported a tax-related share disposition. On the vesting of a restricted stock unit (RSU) award, 22,505 shares of Class A Common Stock were withheld at $0.7291 per share to satisfy tax obligations. This was not an open-market sale, but an automatic tax-withholding mechanism. After this RSU-related withholding, Locklear directly held 443,181 shares, which include RSUs that are still subject to future vesting.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Locklear Lisa

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Tax Withholding	Class A Common Stock	22,505	$0.7291	$16K

Holdings After Transaction: Class A Common Stock — 443,181 shares (Direct, null)

Footnotes (1)

1. Shares withheld to satisfy tax obligations in connection with the vesting of a restricted stock unit (RSU) award. Includes RSUs subject to future vesting.

Key Figures

Shares withheld for taxes: 22,505 shares Withholding price per share: $0.7291 per share Shares held after transaction: 443,181 shares +1 more

4 metrics

Shares withheld for taxes 22,505 shares Withheld on RSU vesting as tax-withholding disposition

Withholding price per share $0.7291 per share Value used for RSU-related tax withholding

Shares held after transaction 443,181 shares Direct holdings after tax withholding, including RSUs subject to future vesting

Tax-withholding share count 22,505 shares Reported in transactionSummary as taxWithholdingShares

Key Terms

restricted stock unit (RSU), tax-withholding disposition, Class A Common Stock, RSUs subject to future vesting

4 terms

restricted stock unit (RSU) financial

"Shares withheld to satisfy tax obligations in connection with the vesting of a restricted stock unit (RSU) award."

A restricted stock unit (RSU) is a promise from a company to give an employee company shares (or cash equal to their value) at a future date if certain conditions are met, such as staying with the company or hitting performance targets. For investors, RSUs matter because when they convert into actual shares they increase the number of shares available and can create selling pressure as employees cash out—think of them as a future paycheck paid in company stock.

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Class A Common Stock financial

"security_title": "Class A Common Stock""

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

RSUs subject to future vesting financial

"Includes RSUs subject to future vesting."

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/06/2026 - 08:55 PM Accepted by SEC EDGAR 07/06/2026 - 08:55 PM Learn about SEC filing dates

FAQ

What insider transaction did Longeveron (LGVN) report for CFO Lisa Locklear?

Longeveron CFO Lisa Locklear reported a tax-withholding disposition of 22,505 Class A Common Stock shares. These shares were withheld upon RSU vesting to cover tax obligations, rather than being sold on the open market as a discretionary transaction.

Was the recent Longeveron (LGVN) CFO transaction an open-market sale?

No, the Longeveron CFO transaction was not an open-market sale. Shares were withheld automatically to satisfy tax obligations triggered by an RSU vesting event, a common administrative mechanism rather than a discretionary decision to sell shares in the market.

How many Longeveron (LGVN) shares were withheld for taxes in the CFO filing?

A total of 22,505 Longeveron Class A Common Stock shares were withheld to cover tax obligations. The withholding occurred in connection with the vesting of a restricted stock unit award, as disclosed in the Form 4 footnotes for CFO Lisa Locklear.

What is Lisa Locklear’s Longeveron (LGVN) shareholding after the tax withholding?

After the tax-withholding transaction, CFO Lisa Locklear directly held 443,181 Longeveron Class A Common Stock shares. This figure also includes restricted stock units that remain subject to future vesting conditions, as indicated in the Form 4 disclosure footnotes.

What does the F transaction code mean in the Longeveron (LGVN) Form 4?

The F transaction code indicates a tax-withholding disposition, not a regular sale. For Longeveron, it shows shares were delivered back to the company to pay taxes due on RSU vesting, a standard administrative step for equity compensation.

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^*

Locklear Lisa

(Last) (First) (Middle)

1951 NW 7TH AVENUE SUITE 520

(Street)

MIAMI FLORIDA 33136

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Longeveron Inc. [ LGVN ]

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	07/01/2026		F		22,505(1)	D	$0.7291	443,181(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

Explanation of Responses:

1. Shares withheld to satisfy tax obligations in connection with the vesting of a restricted stock unit (RSU) award.

2. Includes RSUs subject to future vesting.

Remarks:

	/s/ Paul T. Lehr, Attorney-in-fact	07/06/2026
	** 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.
* Form 4: SEC 1474 (03-26)