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Proficient Auto Logistics (PAL) director gets 10,295 RSUs and exercises 9,135 into stock

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Proficient Auto Logistics, Inc. director Brenda R. Frank reported equity compensation activity. She received a grant of 10,295 restricted stock units (RSUs)9,135 RSUsMay 13, 2025May 6, 2026$0.00 per share17,583 shares of common stock. All reported moves are compensation-related grants and derivative exercises rather than open-market purchases or sales.

Positive

  • None.

Negative

  • None.
Insider Frank Brenda R
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 — 17,583 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.
New RSU grant 10,295 restricted stock units Grant to director on May 7, 2026, vesting at 2027 annual meeting
RSUs exercised 9,135 restricted stock units Previously granted May 13, 2025; vested May 6, 2026 and converted
Common shares after transactions 17,583 shares Directly held common stock following RSU exercise
Exercise price $0.00 per share Stated price for RSU conversion into common stock
RSU conversion ratio 1:1 RSUs to common stock Each restricted stock unit converts into one common share
Restricted Stock Units financial
"She received a grant of 10,295 restricted stock units (RSUs)"
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.
Form 4 regulatory
"Brenda R. Frank reported equity compensation activity on this Form 4"
Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.
derivative security financial
"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.
one-for-one basis financial
"These restricted stock units convert into common stock on a one-for-one basis"
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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*
Frank Brenda R

(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$0.0017,583D
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)

FAQ

What insider transactions did PAL director Brenda R. Frank report on this Form 4?

Brenda R. Frank reported receiving 10,295 restricted stock units and exercising 9,135 previously granted RSUs into common stock. These transactions are equity compensation-related, not open‑market trades, and increased her directly held common stock position to 17,583 shares.

How many Proficient Auto Logistics (PAL) RSUs were granted to Brenda R. Frank?

She was granted 10,295 restricted stock units. According to the filing, these RSUs will vest on the date of Proficient Auto Logistics’ 2027 annual stockholders meeting and convert into common stock on a one‑for‑one basis upon vesting.

When do Brenda R. Frank’s newly granted PAL restricted stock units vest?

The newly granted restricted stock units vest on the date of the issuer’s 2027 annual meeting of stockholders. Once vested, each RSU converts into one share of Proficient Auto Logistics common stock, aligning director compensation with future shareholder interests.

What RSU award did Brenda R. Frank exercise into Proficient Auto Logistics common stock?

She exercised 9,135 restricted stock units that were granted on May 13, 2025 and vested on May 6, 2026. These RSUs converted into an equal number of common shares at a stated price of $0.00 per share under the equity award terms.

How many Proficient Auto Logistics (PAL) shares does Brenda R. Frank hold after the reported transactions?

After exercising 9,135 restricted stock units into common stock, Brenda R. Frank directly holds 17,583 shares of Proficient Auto Logistics common stock. This reflects her equity position following the compensation‑related grant and derivative exercise disclosed in the Form 4.

Were Brenda R. Frank’s PAL transactions open-market buys or sells?

The transactions were not open‑market buys or sells. The filing classifies them as a grant of 10,295 restricted stock units and an exercise of 9,135 previously granted RSUs, both compensation‑related equity awards rather than discretionary market trades.