[Form 4] ENDRA Life Sciences Inc. Insider Trading Activity

Rhea-AI Filing Summary

On June 11, 2025, ENDRA Life Sciences Inc. (NDRA) filed a Form 4 showing that director Lou Basenese was granted 5,384 restricted stock units (RSUs), convertible to common stock on a one-for-one basis. The award, recorded at a transaction price of $0, reflects routine equity compensation rather than an open-market purchase. All RSUs vest in full on June 11, 2026. After the grant, Basenese beneficially owns 5,385 NDRA common shares, held directly. No derivative securities, sales, or dispositions were reported. Given the modest share count relative to ENDRA’s total float, the filing is viewed as neutral in financial materiality, but it marginally improves insider-shareholder alignment.

Positive

• Director–shareholder alignment strengthened through the grant of 5,384 RSUs that vest in one year.

Negative

• Minor dilution introduced, though the additional share count is immaterial to ENDRA’s outstanding shares.

Insights

Corporate Governance Analyst

TL;DR: Routine director RSU grant; negligible dilution, modest alignment benefit, overall neutral impact.

This Form 4 discloses a standard annual equity award: 5,384 RSUs to director Lou Basenese, vesting in 12 months. At ENDRA’s recent share price, the grant is immaterial to market capitalization and adds only a fractional amount of dilution. No cash outlay was involved, so liquidity and balance-sheet metrics remain unchanged. While the award incrementally aligns the director’s incentives with shareholders, it does not signal insider conviction through open-market buying. From a governance perspective, the one-year vesting schedule is typical and does not raise red-flag concerns. Overall, the filing is routine and unlikely to move the stock.

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^*

Basenese Lou

(Last) (First) (Middle)

C/O ENDRA LIFE SCIENCES INC.

3600 GREEN COURT, SUITE 350

(Street)

ANN ARBOR MI 48105

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ENDRA Life Sciences Inc. [ NDRA ]

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)
06/11/2025

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	06/11/2025		A		5,384(1)	A	$0	5,385	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 restricted stock units ("RSUs") that convert to common stock on a one-for-one basis. The RSUs will vest in full on June 11, 2026.

	/s/ Lou Basenese by Mark Busch, attorney-in-fact	07/01/2025
	** 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

How many NDRA shares did Director Lou Basenese acquire?

Basenese was granted 5,384 restricted stock units, convertible to common shares on a 1-for-1 basis.

What was the transaction price for the RSUs in NDRA's Form 4?

The RSUs were recorded at a $0 transaction price, reflecting compensation rather than a purchase.

When do the newly granted NDRA RSUs vest?

All units vest on June 11, 2026.

What is Lou Basenese’s total NDRA shareholding after the grant?

Following the transaction, Basenese beneficially owns 5,385 common shares.

Does the filing include any sales or derivative transactions?

No; the Form 4 reports no sales or derivative security activity.

Is the RSU grant material to ENDRA Life Sciences' share count?

The 5,384-share grant is immaterial relative to ENDRA’s total shares outstanding.