MariMed (MRMD) COO Timothy Shaw converts RSUs, trust holds 2M shares

Rhea-AI Filing Summary

MARIMED INC. Chief Operating Officer Timothy Shaw exercised 21,667 restricted stock units into an equal number of common shares on March 7, 2026, at a stated price of $0.00 per share. These RSUs were originally granted on March 7, 2023 and are now fully vested with no remaining units under that grant.

To cover tax withholding from this vesting, 7,508 common shares were withheld at $0.084 per share, reducing his directly held common stock to 9,351,177 shares. Separately, 2,000,000 common shares are held indirectly by the Shaw Family Trust for the benefit of his children; his spouse serves as trustee, and he disclaims beneficial ownership of those trust shares.

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^*

Shaw Timothy

(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 Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/07/2026

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 stock	03/07/2026		M		21,667	A	$0(1)	9,358,685	D
Common stock	03/07/2026		F		7,508(2)	D	$0.084	9,351,177	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units (RSU)	(1)	03/07/2026		M			21,667	(4)	(4)	Common Stock, par value $.001 per share	21,667	$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 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. These RSUs were granted on March 7, 2023; there are no remaining RSUs under this grant in accordance with the terms of an award agreement between the Issuer and the Reporting Person.

Remarks:

	/s/ Timothy Shaw	03/09/2026
	** 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 transactions did MARIMED INC. (MRMD) report for Timothy Shaw?

Timothy Shaw exercised 21,667 RSUs into common stock and had 7,508 common shares withheld to satisfy tax obligations. After these transactions, he directly owned 9,351,177 common shares, plus additional shares held indirectly through the Shaw Family Trust.

How many RSUs did Timothy Shaw convert to MARIMED (MRMD) common stock?

He converted 21,667 restricted stock units into 21,667 common shares at a stated price of $0.00 per share. These RSUs were granted on March 7, 2023 and, following this vesting and conversion, no RSUs remain outstanding under that specific award agreement.

Why were 7,508 MARIMED (MRMD) shares disposed of in Timothy Shaw’s Form 4?

The 7,508 common shares were withheld by the company to cover tax withholding obligations tied to the RSU vesting. This is a tax-withholding disposition (code F), not an open-market sale, and it reduced his post-transaction direct share count to 9,351,177.

How many MARIMED (MRMD) shares does Timothy Shaw own directly after these transactions?

Following the RSU conversion and tax-withholding share disposition, Timothy Shaw directly owns 9,351,177 MARIMED common shares. This figure reflects his personal direct holdings only and excludes shares held indirectly through the Shaw Family Trust for his children.

What is the Shaw Family Trust’s MARIMED (MRMD) ownership and how is it reported?

The Shaw Family Trust holds 2,000,000 MARIMED common shares indirectly. Shaw’s spouse is the trustee, the trust benefits their children, and Shaw disclaims beneficial ownership. The Form 4 notes these trust shares are reported for Section 16 purposes but not admitted as his beneficial ownership.

Are there any remaining RSUs for Timothy Shaw from the March 7, 2023 MARIMED grant?

No RSUs remain from that specific March 7, 2023 grant. The Form 4 states that these RSUs were granted on that date and that there are no remaining units under the award agreement between MARIMED and Timothy Shaw after this vesting and conversion event.