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Palisade Bio president receives 2.62M shares

The note says none of the common shares withheld for tax remittance would be sold in the public market.

(Neutral)

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Form Type
4

Rhea-AI Filing Summary

Palisade Bio, Inc. reported that President & Chief Medical Officer Mitchell Lawrence Jones received 2,620,850 common shares on October 6, 2026, upon settlement of vested restricted stock units. The issuer withheld 1,031,102 shares to satisfy his income tax withholding and remittance obligations. The RSU vesting schedules were subject to continuous service through each vesting date.

Insider Jones Mitchell Lawrence
Role See Remarks
Type Security Shares Price Value
Exercise Restricted Stock Units F3, F4 2,555,266 $0.00 $0.00
Exercise Restricted Stock Units F3, F5 65,584 $0.00 $0.00
Exercise Common Stock F1 2,620,850 -- --
Tax Withholding Common Stock F2 1,031,102 $1.49 $1.54M
Holdings After Transaction: Restricted Stock Units — 5,700,783 contracts (Direct); Common Stock — 1,683,757 shares (Direct)
Footnotes (5)
  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. Each RSU represents a contingent right to receive one share of the Issuer's common stock.
  4. F4. 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.
  5. F5. 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 issued 2,620,850 shares Issued on October 6, 2026, upon settlement of vested RSUs
Shares withheld for tax obligations 1,031,102 shares Income tax withholding and remittance obligations
Reported per-share amount $1.49 per share Shares withheld for income tax obligations
RSUs in vesting schedule 2,555,266 RSUs One-third scheduled to vest on October 6, 2026, and quarterly over the following eight quarters
RSUs in vesting schedule 65,584 RSUs One-sixth scheduled to vest on July 6, 2026, and quarterly over the following ten quarters
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.
income tax withholding and remittance obligations financial
"satisfy the Reporting Person's income tax withholding and remittance obligations"
continuous service financial
"subject to the Reporting Person's continuous service"

FAQ

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

How many common shares did PALI's President & Chief Medical Officer receive?

Palisade Bio reported 2,620,850 common shares issued to President & Chief Medical Officer Mitchell Lawrence Jones on October 6, 2026, upon settlement of vested restricted stock units.

How many PALI shares were withheld for taxes?

Palisade Bio withheld 1,031,102 common shares to satisfy Mitchell Lawrence Jones's income tax withholding and remittance obligations. The company stated that no common shares would be sold in the public market for those obligations.

What were the vesting terms for the PALI restricted stock units?

The 2,555,266 RSUs were scheduled to vest as to one-third on October 6, 2026, and quarterly thereafter over the following eight quarters. The 65,584 RSUs were scheduled to vest as to one-sixth on July 6, 2026, and quarterly thereafter over the following ten quarters. Both schedules required 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*
Jones Mitchell Lawrence

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
See Remarks
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)2,620,850A(1)2,714,859D
Common Stock10/06/2026F(2)1,031,102D$1.491,683,757D
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(3)10/06/2026M2,555,266 (4) (4)Common Stock2,555,266$05,110,534D
Restricted Stock Units(3)10/06/2026M65,584 (5) (5)Common Stock65,584$0590,249D
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. Each RSU represents a contingent right to receive one share of the Issuer's common stock.
4. 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.
5. 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.
Remarks:
President & Chief Medical Officer
/s/ Ryker Willie, Attorney-in-Fact for Mitchell Lawrence Jones10/07/2026
** 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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