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PAL (PAL) director converts 9,135 RSUs and is granted 10,295 new units

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(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Proficient Auto Logistics director James B. Gattoni reported equity compensation activity. On May 6, 2026, 9,135 restricted stock units converted into the same number of common shares, bringing his direct common stock holdings to 34,135 shares. On May 7, 2026, he received a new grant of 10,295 restricted stock units, which will vest on the date of the company’s 2027 annual meeting of stockholders and convert into common stock on a one-for-one basis.

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Insider Gattoni James B
Role null
Type Security Shares Price Value
Grant/Award Restricted Stock Units 10,295 $0.00 --
Exercise Restricted Stock Units 9,135 $0.00 --
Exercise Common Stock 9,135 $0.00 --
Holdings After Transaction: Restricted Stock Units — 10,295 shares (Direct, null); Common Stock — 34,135 shares (Direct, null)
Footnotes (1)
  1. On May 13, 2025, the Reporting Person was granted 9,135 restricted stock units that vested on May 6, 2026. These restricted stock units convert into common stock on a one-for-one basis. Represents restricted stock units that vest on the date of the Issuer's 2027 annual meeting of stockholders. These restricted stock units convert into common stock on a one-for-one basis.
RSUs exercised 9,135 units Converted into common stock on May 6, 2026
Common stock held 34,135 shares Direct holdings after May 6, 2026 conversion
New RSU grant 10,295 units Granted on May 7, 2026, vesting at 2027 annual meeting
Prior RSU grant 9,135 units Granted May 13, 2025; vested May 6, 2026
Derivative exercises 1 transaction, 9,135 shares Exercise or conversion of derivative security
Acquisition transactions 3 transactions All coded as acquisitions (A or M) on Form 4
Restricted Stock Units financial
"The Reporting Person was granted 9,135 restricted stock units that vested on May 6, 2026."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
derivative security financial
"transaction_code_description": "Exercise or conversion of derivative security""
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
Common Stock financial
"These restricted stock units convert into common stock on a one-for-one basis."
Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.
annual meeting of stockholders financial
"Represents restricted stock units that vest on the date of the Issuer's 2027 annual meeting of stockholders."
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Gattoni James B
(Last)(First)(Middle)
12276 SAN JOSE BLVD.
SUITE 426
(Street)
JACKSONVILLE FLORIDA 32223
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Proficient Auto Logistics, Inc [ PAL ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/06/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock05/06/2026M9,135A$0.0034,135D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)05/06/2026M9,135 (1) (1)Common Stock9,135$0.000D
Restricted Stock Units(2)05/07/2026A10,295 (2) (2)Common Stock10,295$0.0010,295D
Explanation of Responses:
1. On May 13, 2025, the Reporting Person was granted 9,135 restricted stock units that vested on May 6, 2026. These restricted stock units convert into common stock on a one-for-one basis.
2. Represents restricted stock units that vest on the date of the Issuer's 2027 annual meeting of stockholders. These restricted stock units convert into common stock on a one-for-one basis.
/s/ Bradley J. Wright, as attorney-in-fact05/15/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did PAL director James B. Gattoni report on this Form 4?

James B. Gattoni reported two equity compensation events. He exercised 9,135 restricted stock units into common stock on May 6, 2026, then received a grant of 10,295 new restricted stock units on May 7, 2026, both as direct holdings in Proficient Auto Logistics.

How many Proficient Auto Logistics (PAL) shares does James B. Gattoni hold after these transactions?

After the May 6, 2026 conversion, Gattoni directly holds 34,135 shares of Proficient Auto Logistics common stock. This reflects the addition of 9,135 shares from vested restricted stock units, with no reported stock sales or dispositions in this Form 4 filing.

What are the terms of the 10,295 restricted stock units granted to PAL director Gattoni?

Gattoni received 10,295 restricted stock units on May 7, 2026. These units vest on the date of Proficient Auto Logistics’ 2027 annual meeting of stockholders and convert into common stock on a one-for-one basis, effectively granting an equal number of potential future PAL shares.

How did earlier restricted stock units for PAL director Gattoni vest and convert?

Footnotes state Gattoni was granted 9,135 restricted stock units on May 13, 2025, which vested on May 6, 2026. Those vested units converted into 9,135 common shares on a one-for-one basis, matching the derivative exercise and increasing his direct PAL common stock holdings.

Does this PAL Form 4 show any stock sales by director James B. Gattoni?

The Form 4 shows no open-market stock sales or dispositions by Gattoni. All reported transactions are acquisitions through restricted stock unit grants and the conversion of previously granted units into common stock, reflecting routine equity compensation rather than selling activity.