Lightwave Logic CEO Receives 2,442,997 RSUs With Multi-Year Vesting

Rhea-AI Filing Summary

Yves Le Maitre, Chief Executive Officer and Director of Lightwave Logic, Inc. (LWLG), received a grant of 2,442,997 restricted stock units (RSUs) on 09/12/2025, recorded as an acquisition at a $0.00 price. After the grant, he is reported to beneficially own 2,505,921 shares. The RSUs vest in four tranches: 610,749 shares on each of March 12, 2026, September 12, 2026, and March 12, 2027, and 610,750 shares on September 12, 2027, subject to continued service; unvested shares are subject to forfeiture. The Form 4 was signed by an attorney-in-fact on 09/22/2025.

Positive

• Material RSU grant: CEO Yves Le Maitre was granted 2,442,997 RSUs, a significant equity award recorded on 09/12/2025.
• Clear vesting schedule: RSUs vest in four tranches (610,749; 610,749; 610,749; 610,750) on specified March/September dates in 2026–2027, providing transparent retention mechanics.
• Post-grant ownership disclosed: Reporting shows 2,505,921 shares beneficially owned after the transaction.

Negative

• Potential dilution: The large RSU grant could increase share count on vesting, diluting existing shareholders if new shares are issued.
• Service-contingent vesting: Unvested shares are subject to forfeiture, meaning actual future issuance depends on continued service and is not guaranteed.

Insights

Corporate Governance Expert

TL;DR: A large CEO RSU grant with multi-date vesting ties compensation to continued service and long-term ownership.

The grant of 2,442,997 RSUs is sizable relative to the reported post-transaction beneficial ownership of 2,505,921 shares, indicating this award substantially increases the CEO's stake on a fully vested basis. The four-tranche vesting schedule spanning 2026–2027 aligns executive incentives with multi-period performance and retention. The filing shows the grant recorded at $0.00, consistent with typical equity awards rather than open-market purchases. Investors should note the forfeiture condition for unvested shares, which enforces service-based retention and may mitigate immediate resale pressure until vesting dates.

Executive Compensation Analyst

TL;DR: The RSU package is material in size and structured to vest in equal tranches over roughly two years, emphasizing retention.

The allocation of 2,442,997 RSUs delivered on 09/12/2025 vests in four scheduled tranches of ~610.7k shares each across March and September 2026–2027, with the final tranche of 610,750 shares on September 12, 2027. This vesting cadence is straightforward and service-contingent, which is a common design to retain senior management. The report shows reported beneficial ownership of 2,505,921 shares post-transaction; if all RSUs vest, the CEO's economic exposure to share-based compensation will increase materially. The grant's $0.00 price indicates these are awards rather than purchases, with customary forfeiture for unvested units.

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

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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).

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^*

Le Maitre Yves

(Last) (First) (Middle)

369 INVERNESS PARKWAY

SUITE 350

(Street)

ENGLEWOOD CO 80112

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Lightwave Logic, Inc. [ LWLG ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO

3. Date of Earliest Transaction (Month/Day/Year)
09/12/2025

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	09/12/2025		A		2,442,997(1)	A	$0.00	2,505,921	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. Represents grants of RSUs from the Issuer. 610,749 of the RSU's vest on each of March 12, 2026, September 12, 2026, March 12, 2027, and 610,750 of the RSU's vest September 12, 2027, subject to continued service with the Company through the applicable vesting dates. Unvested shares are subject to forfeiture.

	/s/ James S. Marcelli, Attorney-in-fact for Yves Le Maitre	09/22/2025
	** 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 did Yves Le Maitre report on Form 4 for LWLG?

The Form 4 reports a grant of 2,442,997 RSUs to Yves Le Maitre on 09/12/2025, recorded at $0.00, and post-transaction beneficial ownership of 2,505,921 shares.

When do the RSUs granted to the CEO of LWLG vest?

The RSUs vest in four tranches: 610,749 shares on each of March 12, 2026, September 12, 2026, and March 12, 2027, and 610,750 shares on September 12, 2027.

Are the RSUs subject to forfeiture?

Yes. The grant disclosure states that unvested shares are subject to forfeiture and vest only upon continued service through each vesting date.

How many shares does Yves Le Maitre beneficially own after the reported transaction?

The Form 4 reports 2,505,921 shares beneficially owned following the reported RSU grant.

Who signed the Form 4 filing for Yves Le Maitre?

The Form 4 was signed by James S. Marcelli, Attorney-in-fact for Yves Le Maitre on 09/22/2025.