Off The Hook YS (OTH) awards CFO 150K RSUs with performance terms

Rhea-AI Filing Summary

Off The Hook YS Inc. reported equity awards to its Chief Financial Officer, who received a total of 150,000 restricted stock units (RSUs) on 12/17/2025. Each RSU represents a contingent right to receive one share of common stock upon vesting.

One 50,000 RSU grant vests over two years based on continued employment and achievement of specified company net income performance goals, with the amount that actually vests tied to performance. A second 50,000 RSU grant vests in equal installments over two years on each anniversary of the grant, and a third 50,000 RSU grant vests in full six months after the grant date, both subject to continued employment. Following these grants, the reporting person beneficially owns 150,000 RSU-based derivative securities directly.

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^*

Corbin Chad Gregory

(Last) (First) (Middle)

1701 JEL WADE DRIVE

(Street)

WILMINGTON NC 28401

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
OFF THE HOOK YS INC. [ OTH ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/17/2025

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

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
RSUs(1)	$0	12/17/2025		A		50,000		(2)	(5)	Common Stock	50,000	$0	50,000	D
RSUs(1)	$0	12/17/2025		A		50,000		(3)	(5)	Common Stock	50,000	$0	100,000	D
RSUs(1)	$0	12/17/2025		A		50,000		(4)	(5)	Common Stock	50,000	$0	150,000	D

Explanation of Responses:

1. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Company's common stock upon vesting.

2. These RSUs vest over a two-year period subject to continued employment and the achievement of specified Company net income performance goals. The number reported reflects the maximum number of RSUs eligible to vest. If the Company achieves only the threshold net income target, 50% of the RSUs will vest, with additional vesting occurring on a pro-rata basis up to the target level.

3. These RSUs vest in equal installments over a two-year period on the anniversary of the grant, subject to the Reporting Person's continued employment with the Company.

4. These RSUs vest in full on the six-month anniversary of the grant, subject to the Reporting Person's continued employment with the Company.

5. Not applicable

	/s/ Chad Corbin	12/19/2025
	** 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).
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FAQ

What insider transaction did Off The Hook YS Inc. (OTH) disclose?

Off The Hook YS Inc. disclosed that its Chief Financial Officer received three RSU grants of 50,000 units each on 12/17/2025, for a total of 150,000 RSUs.

Who is the reporting person in this Off The Hook YS Inc. (OTH) filing and what is their role?

The reporting person is an officer of Off The Hook YS Inc., serving as the company's Chief Financial Officer, and the filing covers their equity awards.

How many restricted stock units did the Off The Hook YS Inc. (OTH) CFO receive?

The CFO received 150,000 restricted stock units (RSUs) in total, reported as three separate 50,000 RSU grants linked to the company's common stock.

What does each RSU represent in the Off The Hook YS Inc. (OTH) award?

Each RSU represents a contingent right to receive one share of Off The Hook YS Inc. common stock upon vesting, as described in the filing.

What are the vesting conditions for the performance-based RSUs at Off The Hook YS Inc. (OTH)?

One 50,000-unit RSU grant vests over two years, subject to continued employment and the achievement of specified company net income performance goals, with the reported number reflecting the maximum eligible to vest.

How do the time-based RSU grants for the Off The Hook YS Inc. (OTH) CFO vest?

One 50,000-unit RSU grant vests in equal installments over two years on each grant anniversary, and another 50,000-unit grant vests in full six months after the grant date, both subject to continued employment.

How many derivative securities does the Off The Hook YS Inc. (OTH) CFO beneficially own after these grants?

After the reported RSU grants, the CFO beneficially owns 150,000 derivative securities in the form of RSUs directly linked to Off The Hook YS Inc. common stock.