[Form 4] Proficient Auto Logistics, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Insider transactions by Amy F. Rice at Proficient Auto Logistics (PAL)

Amy F. Rice, President and COO, reported that 21,555 restricted stock units converted into common stock on 08/14/2025 and were recorded as acquired at $0.00, increasing her beneficial ownership to 23,490 shares immediately after that transaction. On 08/15/2025 she sold 6,100 shares at a weighted average price of $7.8216, reducing her direct beneficial ownership to 17,390 shares. The Form 4 notes the RSU grant date of 08/14/2024 for 64,666 RSUs vesting equally on August 14 of 2025, 2026, and 2027, and confirms the sale executed in multiple trades at prices ranging from $7.68 to $8.05.

Insights

Financial Analyst

TL;DR: Executive received vested RSUs and executed a partial sale, modestly reducing direct holdings without indicating unusual market activity.

The report shows customary vesting mechanics: 21,555 restricted stock units converted to common stock and were recorded as acquired at no cash cost to the insider, reflecting scheduled vesting from a 64,666 RSU grant dated 08/14/2024. The subsequent sale of 6,100 shares at a weighted average of $7.8216 appears to be a partial disposition of vested shares. From an investor-impact perspective this is routine executive equity monetization rather than a material corporate event; holdings remain meaningful at 17,390 shares directly owned.

Corporate Governance Expert

TL;DR: Transaction aligns with standard equity compensation vesting and disclosure; filing appears complete and compliant.

The Form 4 discloses the vesting conversion of RSUs and an immediate sale executed across multiple trades, with a weighted average sale price disclosed and an offer to provide further trade price details on request. The filing identifies the reporting person and relationship to the issuer, and is signed by an attorney-in-fact. These elements meet Section 16(a) disclosure norms; there is no indication in this filing of accelerated vesting, related-party transaction, or exemption claims that would raise governance concerns.

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
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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^*

Rice Amy F.

(Last) (First) (Middle)

12276 SAN JOSE BLVD.

SUITE 426

(Street)

JACKSONVILLE FL 32223

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Proficient Auto Logistics, Inc [ PAL ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/14/2025

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	08/14/2025		M		21,555	A	$0.00	23,490	D
Common Stock	08/15/2025		S		6,100	D	$7.8216(1)	17,390	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
Restricted Stock Units	(2)	08/14/2025		M		21,555		(2)	(2)	Common Stock	21,555	$0.00	43,111	D

Explanation of Responses:

1. This transaction was executed in multiple trades at prices ranging from $7.68 to $8.05. The price reported above reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.

2. On August 14, 2024, the Reporting Person was granted 64,666 restricted stock units that vest in equal installments on each of August 14, 2025, 2026, and 2027. These restricted stock units convert into common stock on a one-to-one basis.

	/s/ Bradley J. Wright, as attorney-in-fact	08/18/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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