MariMed (MRMD) CFO details RSU conversion and tax share withholding

Rhea-AI Filing Summary

MariMed Inc.'s Chief Financial Officer reported equity compensation activity involving restricted stock units (RSUs) that vested and converted into common shares. On 12/31/2025, 53,571 RSUs were converted into the same number of shares of common stock at an effective price of $0, increasing his directly held position to 260,538 shares. On the same date, 15,724 shares were withheld and disposed of at $0.0891 per share to cover tax obligations tied to the vesting, leaving the officer with 244,814 directly owned shares afterward. The RSU grant, originally awarded on February 18, 2025, is now fully vested with no remaining 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

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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^*

Pinho Mario

(Last) (First) (Middle)

C/O MARIMED INC.

10 OCEANA WAY

(Street)

NORWOOD MA 02062

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MARIMED INC. [ MRMD ]

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)
12/31/2025

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	12/31/2025		M		53,571	A	$0(1)	260,538	D
Common stock	12/31/2025		F		15,724(2)	D	$0.0891	244,814	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 (RSU)	(1)	12/31/2025		M			53,571	(3)	(3)	Common Stock, par value $.001 per share	53,571	$0	0	D

Explanation of Responses:

1. RSUs convert to shares of common stock on a one-for-one basis.

2. Reflects shares of common stock withheld by the Issuer to satisfy tax withholding obligations in connection with the vesting of RSUs.

3. The RSUs were granted on February 18, 2025; there are no unvested RSUs remaining under this grant in accordance with the terms of an award agreement between the Issuer and the Reporting Person.

Remarks:

	/s/ Mario Pinho	01/02/2026
	** 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).
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FAQ

What insider transaction did MariMed (MRMD) disclose for its CFO?

MariMed Inc. disclosed that its Chief Financial Officer converted 53,571 restricted stock units (RSUs) into the same number of common shares on 12/31/2025, as part of an equity compensation award.

How many MariMed (MRMD) shares does the CFO own after this transaction?

Following the reported transactions on 12/31/2025, the Chief Financial Officer directly beneficially owns 244,814 shares of MariMed Inc. common stock.

Why were some MariMed (MRMD) shares disposed of in this Form 4 filing?

The filing states that 15,724 shares of common stock were withheld and disposed of at $0.0891 per share to satisfy tax withholding obligations related to the vesting of RSUs.

What is the conversion ratio for the MariMed RSUs in this transaction?

The explanation notes that the restricted stock units convert to MariMed Inc. common stock on a one-for-one basis, meaning each RSU becomes one share.

When were the RSUs in this MariMed (MRMD) insider transaction originally granted?

The RSUs exercised on 12/31/2025 were originally granted on February 18, 2025, and there are no unvested RSUs remaining under this grant.

Is any part of the MariMed CFO's RSU grant still unvested?

No. The disclosure explains that there are no unvested RSUs remaining under this particular grant, which has fully vested in accordance with the award agreement.