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Palisade Bio CEO receives 3.23M shares in settlement

A separate withholding entry records 1,411,982 shares applied to income-tax obligations, with no public-market sale for that purpose.

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Form Type
4

Rhea-AI Filing Summary

Palisade Bio, Inc. (PALI) reported that CEO and CFO John David Finley received 3,227,384 common shares on October 6, 2026, upon settlement of vested restricted stock units. The reported derivative transactions involved 3,059,800 and 167,584 RSUs. The company withheld 1,411,982 shares for Finley’s income-tax withholding and remittance obligations; the footnote states no shares would be sold in the public market for that purpose. Separately, 88,451 shares were held indirectly through FCW Investments, LLC, where Finley has sole investment and voting power.

Insider Finley John David
Role CEO CFO
Type Security Shares Price Value
Exercise Restricted Stock Units F4, F5 3,059,800 $0.00 $0.00
Exercise Restricted Stock Units F4, F6 167,584 $0.00 $0.00
Exercise Common Stock F1 3,227,384 -- --
Tax Withholding Common Stock F2 1,411,982 $1.49 $2.10M
holding Common Stock F3 -- -- --
Holdings After Transaction: Restricted Stock Units — 7,627,849 contracts (Direct); Common Stock — 1,944,690 shares (Direct); Common Stock — 88,451 shares (Indirect, By FCW Investments, LLC)
Footnotes (6)
  1. F1. The shares were issued pursuant to settlement of vested Restricted Stock Units ("RSUs").
  2. F2. Represents the number of shares of common stock the Issuer has withheld to satisfy the Reporting Person's income tax withholding and remittance obligations as part of the settlement of vested RSUs. Accordingly, no shares of common stock will be sold in the public market to satisfy such income tax withholding and remittance obligations associated with the settlement of these vested RSUs.
  3. F3. The Reporting Person is the managing member of FCW Investments, LLC and has the sole investment and voting power over the securities held by this entity.
  4. F4. Each RSU represents a contingent right to receive one share of the Issuer's common stock.
  5. F5. The RSUs shall vest with respect to 1/3rd of the shares on October 6, 2026 and quarterly thereafter over the following eight quarters, subject to the Reporting Person's continuous service to the Issuer through each such vesting date.
  6. F6. The RSUs shall vest with respect to 1/6th of the shares on July 6, 2026 and quarterly thereafter over the following ten quarters, subject to the Reporting Person's continuous service to the Issuer through each such vesting date.
Common shares received 3,227,384 shares Settlement of vested RSUs on October 6, 2026
Restricted Stock Units 3,059,800 RSUs Derivative transaction dated October 6, 2026
Restricted Stock Units 167,584 RSUs Derivative transaction dated October 6, 2026
Shares withheld for tax obligations 1,411,982 shares RSU settlement on October 6, 2026
Shares held indirectly 88,451 shares Held through FCW Investments, LLC
Restricted Stock Units financial
"settlement of vested Restricted Stock Units"
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.
vest financial
"RSUs shall vest with respect to 1/3rd of the shares"
A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.
income tax withholding and remittance obligations financial
"satisfy the Reporting Person's income tax withholding and remittance obligations"
sole investment and voting power financial
"has the sole investment and voting power over the securities"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many PALI shares did John David Finley acquire?

John David Finley received 3,227,384 shares of Palisade Bio common stock on October 6, 2026, through settlement of vested RSUs. The transaction records also list 3,059,800 and 167,584 RSUs in derivative entries.

How many PALI shares were withheld from John David Finley’s RSU settlement?

Palisade Bio withheld 1,411,982 common shares to satisfy Finley’s income-tax withholding and remittance obligations tied to the RSU settlement. The footnote states that no common shares would be sold in the public market to satisfy those obligations.

What were the vesting terms for John David Finley’s PALI RSUs?

The 3,059,800 RSUs vest with respect to 1/3rd of the shares on October 6, 2026, and quarterly thereafter over the following eight quarters. The 167,584 RSUs vest with respect to 1/6th of the shares on July 6, 2026, and quarterly thereafter over the following ten quarters. Both schedules are subject to Finley’s continuous service through each vesting date.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
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*
Finley John David

(Last)(First)(Middle)
C/O PALISADE BIO, INC.
4600 SOUTH SYRACUSE STREET, SUITE 900

(Street)
DENVER COLORADO 80237

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
PALISADE BIO, INC. [ PALI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
CEO CFO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
10/06/2026
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 Stock10/06/2026M(1)3,227,384A(1)3,356,672D
Common Stock10/06/2026F(2)1,411,982D$1.491,944,690D
Common Stock88,451IBy FCW Investments, LLC(3)
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(4)10/06/2026M3,059,800 (5) (5)Common Stock3,059,800$06,119,600D
Restricted Stock Units(4)10/06/2026M167,584 (6) (6)Common Stock167,584$01,508,249D
Explanation of Responses:
1. The shares were issued pursuant to settlement of vested Restricted Stock Units ("RSUs").
2. Represents the number of shares of common stock the Issuer has withheld to satisfy the Reporting Person's income tax withholding and remittance obligations as part of the settlement of vested RSUs. Accordingly, no shares of common stock will be sold in the public market to satisfy such income tax withholding and remittance obligations associated with the settlement of these vested RSUs.
3. The Reporting Person is the managing member of FCW Investments, LLC and has the sole investment and voting power over the securities held by this entity.
4. Each RSU represents a contingent right to receive one share of the Issuer's common stock.
5. The RSUs shall vest with respect to 1/3rd of the shares on October 6, 2026 and quarterly thereafter over the following eight quarters, subject to the Reporting Person's continuous service to the Issuer through each such vesting date.
6. The RSUs shall vest with respect to 1/6th of the shares on July 6, 2026 and quarterly thereafter over the following ten quarters, subject to the Reporting Person's continuous service to the Issuer through each such vesting date.
/s/ Ryker Willie, Attorney-in-Fact for John David Finley10/07/2026
** 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)

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