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

Rhea-AI Filing Summary

ENDRA Life Sciences Inc. (NDRA) filed a Form 4 on 1 July 2025 for director Anthony DiGiandomenico. On 11 June 2025 the director was granted 5,384 restricted stock units (RSUs) that convert to common shares on a 1-for-1 basis and vest in full on 11 June 2026. No cash was exchanged (reported price = $0), indicating a routine equity-compensation award rather than an open-market purchase. After the grant, DiGiandomenico’s direct beneficial ownership increased to 5,443 common shares, implying a prior holding of about 59 shares. No derivative transactions or dispositions were disclosed. The filing modestly tightens insider-shareholder alignment but, given the small number of shares relative to ENDRA’s total float, the market impact is expected to be limited.

Positive

• Director’s equity stake increased by 5,384 shares, slightly improving alignment between board and shareholders.

Negative

• Grant was compensation-based with $0 purchase price, providing limited bullish signal and negligible percentage ownership.

Insights

Financial Analyst

TL;DR: Routine 5,384-share RSU grant boosts director stake to 5,443 shares; negligible valuation impact, mildly positive governance signal.

The Form 4 shows a standard compensation grant rather than a cash purchase, so the economic commitment is minimal until vesting in 2026. The absolute share count is immaterial to ENDRA’s market cap, implying neutral price impact. Nevertheless, increased insider ownership marginally aligns management incentives with shareholders. No sales were reported, eliminating any negative liquidity signal.

Corporate Governance Specialist

TL;DR: Small RSU award enhances alignment, typical for micro-cap boards; governance posture unchanged.

Equity-based pay is common practice to retain directors in early-stage biotech firms like ENDRA. Full vesting in one year encourages short-term value creation but lacks long-term lock-up. Because total ownership remains under 0.1% of shares outstanding (estimate), this grant is not materially influential on voting power or takeover defenses.

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^*

DIGIANDOMENICO ANTHONY

(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	5,443	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/ Anthony DiGiandomenico 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 Anthony DiGiandomenico acquire?

He received 5,384 restricted stock units that convert to common shares on a 1-for-1 basis.

What type of security was involved in the NDRA Form 4 filing?

The filing reported a restricted stock unit (RSU) grant, not an open-market trade.

When will the RSUs granted to the NDRA director vest?

The RSUs vest in full on 11 June 2026.

What is the director’s total NDRA share ownership after the grant?

After the transaction, he beneficially owns 5,443 common shares.

Did the insider buy or sell NDRA shares on the open market?

No. The Form 4 reflects a compensation grant; no open-market purchases or sales occurred.