PALI director Wei Binxian receives 510,700 RSUs with 3‑year vesting

Rhea-AI Filing Summary

Palisade Bio director Wei Binxian received 510,700 restricted stock units (RSUs) on 10/06/2025. Each RSU converts to one share of common stock when settled, but may be cash-settled if sufficient shares are not reserved under the 2021 Equity Incentive Plan. The RSUs vest in three equal annual installments, each satisfied on the earlier of the next annual meeting of stockholders or the anniversary of 10/06/2025, subject to continuous service.

The reported holding after the grant is 510,700 shares beneficially owned, held directly. The Form 4 was filed by one reporting person and signed by an attorney-in-fact on 10/08/2025.

Positive

• Director received a sizable equity award of 510,700 RSUs, aligning interests with shareholders
• Clear vesting schedule: three equal annual installments, providing predictable retention timing

Negative

• RSUs may be cash‑settled if the 2021 Equity Incentive Plan lacks reserved shares, which could avoid share issuance
• Vesting conditioned on continuous service, so forfeiture is possible if the director departs before vesting dates

Insights

Compensation & Equity Plan Analyst

Grant is a standard service‑based RSU award with staged vesting.

The award of 510,700 RSUs represents an equity‑based retention mechanism that vests in three equal annual installments tied to continued service and the company’s next annual meeting or the 10/06/2025 anniversary. The grant can be settled in cash if shares are not reserved under the 2021 Equity Incentive Plan, which preserves flexibility for the issuer.

Key dependencies include the plan’s available share reserve and the director’s continued service through each vesting date. Investors can monitor annual meeting timing and future filings showing whether settlement is in stock or cash within the next 12 months.

Corporate Governance Specialist

Director-level grant increases direct beneficial ownership by a clearly quantified amount.

The Form 4 reports direct ownership rising to 510,700 shares following the grant, which is material for assessing insider alignment with shareholders. The filing indicates one reporting person and includes the required signature by an attorney‑in‑fact.

Governance watchers should note the vesting schedule and the issuer’s share reserve status; subsequent Forms 4 or 10‑Q disclosures may show dilution, cash settlement choices, or additional grants over the next 12 months.

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

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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^*

Wei Binxian

(Last) (First) (Middle)

1902 WRIGHT PLACE, SUITE 200

(Street)

CARLSBAD CA 92008

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PALISADE BIO, INC. [ PALI ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
10/06/2025

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

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	(1)	10/06/2025		A		510,700		(2)	(2)	Common Stock	510,700	$0	510,700	D

Explanation of Responses:

1. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock, provided that, until such time as the Issuer has sufficient shares of Issuer common stock reserved under its 2021 Equity Incentive Plan to issue upon settlement of all outstanding grants thereunder, the RSUs may be settled upon vesting in cash.

2. The RSUs are subject to a service-based vesting requirement and shall vest in three equal annual installments, which shall be satisfied on the earlier of (i) the date of the next annual meeting of stockholders or (ii) the anniversary of October 6, 2025, subject to the Reporting Person's continuous service with the Issuer through such date.

	/s/ Ryker Willie, Attorney-in-Fact	10/08/2025
	** Signature of Reporting Person	Date
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.

FAQ

What did Palisade Bio (PALI) report in the Form 4 dated 10/08/2025?

The Form 4 reports that director Wei Binxian was granted 510,700 RSUs on 10/06/2025, resulting in 510,700 shares beneficially owned following the grant.

How do the RSUs granted to Wei Binxian vest?

The RSUs vest in three equal annual installments, satisfied on the earlier of the next annual meeting of stockholders or the anniversary of 10/06/2025, subject to continuous service.

Can the RSUs be settled in cash instead of stock?

Yes. Each RSU converts to one share, but the award may be cash‑settled upon vesting until the company has sufficient shares reserved under the 2021 Equity Incentive Plan.

Who filed the Form 4 for this transaction?

The Form 4 was filed for one reporting person and the filing was signed on 10/08/2025 by an attorney‑in‑fact, Ryker Willie.

What is the immediate change in beneficial ownership from this grant?

Beneficial ownership increased to 510,700 shares directly owned following the reported RSU grant.