What is the Shaw Family Trust’s role in MariMed (MRMD) share ownership?

The Shaw Family Trust holds 2,000,000 MariMed common shares for the benefit of Timothy Shaw’s children. His spouse is the trustee, and Shaw disclaims beneficial ownership, meaning he does not claim economic or voting control over those trust-held securities in this reporting context.

MariMed (MRMD) COO Timothy Shaw exercises RSUs and reports tax withholding shares

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

MariMed Inc. Chief Operating Officer Timothy Shaw reported routine equity compensation activity involving restricted stock units and related tax withholding. He exercised RSUs to acquire 40,625 shares of common stock, which convert on a one-for-one basis, and 14,077 shares were withheld by the company to cover tax obligations at a value of $0.0805 per share. After these transactions, Shaw holds 9,398,325 shares of common stock directly. An additional 2,000,000 shares are held by the Shaw Family Trust for the benefit of his children, and he disclaims beneficial ownership of those securities. Following this vesting event, 121,875 RSUs from the November 29, 2024 grant remain outstanding and are scheduled to vest in three equal installments on November 29, 2026, May 29, 2027, and November 29, 2027, subject to the award agreement.

Insider Trade Summary

40,625 shares exercised/converted

Mixed 4 txns

Insider Shaw Timothy

Role Chief Operating Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units (RSU)	40,625	$0.00	--
Exercise	Common stock	40,625	$0.00	--
Tax Withholding	Common stock	14,077	$0.0805	$1K
holding	Common stock	--	--	--

Holdings After Transaction: Restricted Stock Units (RSU) — 121,875 shares (Direct, null); Common stock — 9,398,325 shares (Direct, null); Common stock — 2,000,000 shares (Indirect, By the Shaw Family Trust)

Footnotes (1)

RSUs convert to shares of common stock on a one-for-one basis. Reflects shares of common stock withheld by the Issuer to satisfy tax withholding obligations in connection with the vesting of RSUs. The Reporting Person's spouse is the trustee of the trust and the shares held in the trust are for the benefit of the Reporting Person's children. The trust is an irrevocable trust. The Reporting Person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose. The RSUs were granted on November 29, 2024; the remaining RSUs under this grant will vest in three equal installments on each of November 29, 2026, May 29, 2027 and November 29, 2027, in accordance with the terms of an award agreement between the Issuer and the Reporting Person.

Key Figures

RSUs exercised: 40,625 shares Tax withholding shares: 14,077 shares at $0.0805 Direct holdings after transaction: 9,398,325 shares +3 more

6 metrics

RSUs exercised 40,625 shares RSUs converting one-for-one into common stock on May 29, 2026

Tax withholding shares 14,077 shares at $0.0805 Shares withheld by issuer to satisfy RSU tax obligations

Direct holdings after transaction 9,398,325 shares Common stock directly held by Timothy Shaw after reported activity

Trust-held shares 2,000,000 shares Common stock held by the Shaw Family Trust; beneficial ownership disclaimed

Remaining RSUs 121,875 RSUs Outstanding from November 29, 2024 grant after current vesting

Future RSU vesting dates Nov 29 2026; May 29 2027; Nov 29 2027 Scheduled vesting for remaining RSUs under the award agreement

Key Terms

Restricted Stock Units (RSU), tax withholding obligations, derivative security, irrevocable trust, +1 more

5 terms

Restricted Stock Units (RSU) financial

"The RSUs were granted on November 29, 2024; the remaining RSUs under this grant will vest in three equal installments"

tax withholding obligations financial

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

derivative security financial

"Exercise or conversion of derivative security"

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

irrevocable trust financial

"The trust is an irrevocable trust. The Reporting Person disclaims beneficial ownership of these securities"

An irrevocable trust is a legal arrangement where an owner transfers assets into a separate entity managed by a trustee and gives up the power to modify or reclaim those assets. For investors it matters because putting stock or other holdings into such a trust can change who controls and benefits from the assets, affect taxes and creditor protection, and influence how easy it is to sell or value those holdings—like placing valuables in a locked safe overseen by someone else.

beneficial ownership financial

"The Reporting Person disclaims beneficial ownership of these securities, and the filing of this report is not an admission"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

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Form 4 Insider Transactions: What Each Field Means →

06/02/2026 - 04:13 PM

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^*

Shaw Timothy

(Last)

(First)

(Middle)

C/O MARIMED INC.

10 OCEANA WAY

(Street)

NORWOOD,

MASSACHUSETTS

02062

(City)

(State)

(Zip)

UNITED STATES

(Country)

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 Operating Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/29/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common stock	05/29/2026		M		40,625	A	$0⁽¹⁾	9,398,325	D
Common stock	05/29/2026		F		14,077⁽²⁾	D	$0.0805	9,384,248	D
Common stock								2,000,000	I	By the Shaw Family Trust⁽³⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units (RSU)	⁽¹⁾	05/29/2026		M			40,625	⁽⁴⁾	⁽⁴⁾	Common Stock, par value $.001 per share	40,625	$0	121,875	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 Reporting Person's spouse is the trustee of the trust and the shares held in the trust are for the benefit of the Reporting Person's children. The trust is an irrevocable trust. The Reporting Person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.

4. The RSUs were granted on November 29, 2024; the remaining RSUs under this grant will vest in three equal installments on each of November 29, 2026, May 29, 2027 and November 29, 2027, in accordance with the terms of an award agreement between the Issuer and the Reporting Person.

Remarks:

	/s/ Timothy Shaw	06/02/2026
	** 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).
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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did MariMed (MRMD) COO Timothy Shaw report?

Timothy Shaw reported RSU-related activity, exercising 40,625 restricted stock units into common stock. Of these, 14,077 shares were withheld by MariMed to satisfy tax obligations tied to the vesting, making the filing compensation- and tax-related rather than an open-market trade.

How many MariMed (MRMD) shares does Timothy Shaw hold after this Form 4?

After the reported transactions, Timothy Shaw directly holds 9,398,325 shares of MariMed common stock. Separately, 2,000,000 shares are held by the Shaw Family Trust for his children, and he disclaims beneficial ownership of those trust-held securities under Section 16 and related rules.

Were any of Timothy Shaw’s MariMed (MRMD) shares sold on the open market?

The Form 4 shows no open-market sale. Instead, 14,077 shares were withheld by MariMed to cover tax obligations associated with RSU vesting, a common non-market mechanism that reduces the net shares issued without reflecting an active decision to sell in the market.

What RSU grant is involved in Timothy Shaw’s MariMed (MRMD) Form 4 filing?

The RSUs were granted on November 29, 2024 and convert into common stock on a one-for-one basis. The current filing reflects a vesting event from this grant, with remaining RSUs scheduled to vest later according to the terms of Shaw’s award agreement with MariMed.

How many MariMed (MRMD) RSUs does Timothy Shaw still have outstanding?

Following the May 29, 2026 vesting, Timothy Shaw has 121,875 RSUs from the November 29, 2024 grant still outstanding. These units are set to vest in three equal installments through November 29, 2027, assuming the award agreement conditions continue to be met.

What is the vesting schedule for Timothy Shaw’s remaining MariMed (MRMD) RSUs?

The remaining 121,875 RSUs from the November 29, 2024 grant vest in three equal installments. The scheduled vesting dates are November 29, 2026, May 29, 2027, and November 29, 2027, following the terms of the equity award agreement with MariMed.