[Form 4] Kindly MD, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Kindly MD, Inc. (NAKA) director Charles Phillip Blackburn was granted 112,781 restricted stock units (RSUs) on 09/22/2025, recorded on a Form 4 filed 09/24/2025. The RSUs carry a $0 purchase price and are reported as directly beneficially owned following the grant.

The RSUs are subject to time-based vesting and will vest on August 15, 2026 provided Blackburn continues to serve on the company’s board through that Vesting Date. After the reported transaction, Blackburn is shown as beneficial owner of 112,781 shares tied to these RSUs.

Positive

• Alignment with shareholders: RSUs vest contingent on continued board service, aligning director incentives with long‑term performance
• No cash outlay: The award is reported at a $0 price, indicating equity compensation rather than immediate cash payment

Negative

• Potential dilution: Grant of 112,781 RSUs will increase share count if vested and settled, but Form 4 does not disclose total shares outstanding to gauge materiality
• Limited disclosure on plan context: The filing does not state the equity plan authority or whether shareholder approval applies

Insights

Financial Analyst

TL;DR: Director received significant time‑based RSUs aligning compensation with long‑term service; impact appears neutral absent company size or outstanding share context.

The filing documents a grant of 112,781 RSUs with a $0 price that vest on August 15, 2026 contingent on continued board service. From a capital markets perspective, time‑based RSUs are a retention and alignment tool rather than immediate cash compensation. Materiality for investors depends on the absolute size of the grant relative to total shares outstanding and potential dilution, which are not disclosed in this Form 4.

Corporate Governance Expert

TL;DR: Board compensation delivered as RSUs reinforces director alignment with shareholders; vesting condition is standard time‑based requirement.

The record shows a director grant that vests only if the reporting person remains on the board through August 15, 2026. This aligns incentives toward long‑term stewardship. The form does not disclose whether the award follows existing equity plans or requires shareholder approval, so governance implications are limited to the disclosed vesting condition and direct beneficial ownership reported.

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).

1. Name and Address of Reporting Person^*

Blackburn Charles Phillip

(Last) (First) (Middle)

5097 SOUTH 900 EAST, SUITE 100

(Street)

SALT LAKE CITY UT 84117

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Kindly MD, Inc. [ NAKA ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/22/2025

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	09/22/2025		A		112,781(1)	A	$0	112,781	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. This reflects restricted stock units ("RSUs") that vest on August 15, 2026 (the "Vesting Date"), subject to the reporting person's continued services on the board of directors of the issuer through the Vesting Date.

	/s/ Kyle Simon, as attorney-in-fact	09/24/2025
	** 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 Charles Phillip Blackburn report on Form 4 for Kindly MD, Inc. (NAKA)?

The Form 4 reports a grant of 112,781 restricted stock units (RSUs) on 09/22/2025, filed on 09/24/2025.

When do the RSUs granted to the director vest?

The RSUs vest on August 15, 2026, subject to the reporting person's continued service on the board through that Vesting Date.

What price was reported for the RSU grant on the Form 4?

The transaction is reported with a $0 price, consistent with compensation in the form of RSUs rather than a purchase.

How many shares does the reporting person beneficially own after the transaction?

The Form 4 shows 112,781 shares beneficially owned following the reported transaction (direct ownership).

Does the Form 4 disclose whether shareholder approval is required for these RSUs?

No. The Form 4 does not disclose whether the grant is under an approved equity plan or requires shareholder approval.