Palladyne AI CFO acquires 1,000 shares via ESPP

Palladyne AI Corp. reported that Chief Financial Officer Trevor Thatcher acquired 1,000 shares of its Common Stock on June 1, 2026.

Rhea-AI Filing Summary

Palladyne AI Corp. reported that Chief Financial Officer Trevor Thatcher acquired 1,000 shares of its Common Stock on June 1, 2026. The shares were obtained through the Palladyne AI Corp. Employee Stock Purchase Plan at $4.5475 per share, a transaction described as exempt under Rule 16b-3(c).

The filing notes that this purchase relates to the ESPP Purchase Period running from December 1, 2025 through June 1, 2026, during which employee contributions accumulated. Following this ESPP acquisition, Thatcher directly holds 176,697 Common Stock shares of Palladyne AI.

Insider Trade Summary

Grant/Award: 1,000 shares

Grant/Award 1 txn

Insider THATCHER TREVOR

Role CHIEF FINANCIAL OFFICER

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	1,000	$4.5475	$5K

Holdings After Transaction: Common Stock — 176,697 shares (Direct)

Footnotes (3)

1. F1. The reporting person is voluntarily reporting the acquisition of shares of the issuer's common stock pursuant to the Palladyne AI Corp. Employee Stock Purchase Plan ("ESPP"), for the ESPP Purchase Period (as defined in the ESPP) of December 1, 2025 through June 1, 2026. This transaction is exempt under Rule 16b-3(c).
2. F2. The Purchase Period ended June 1, 2026 and is the Purchase Period comprising the Offering Period (as defined in the ESPP) that began December 1, 2025.
3. F3. In accordance with the ESPP, these shares were purchased based on 85% of the closing price of the issuer's common stock on December 1, 2025.

Key Figures

ESPP shares acquired: 1,000 shares Purchase price per share: $4.5475 per share Total holdings after transaction: 176,697 shares +2 more

5 metrics

ESPP shares acquired 1,000 shares Common Stock acquired on June 1, 2026 under ESPP

Purchase price per share $4.5475 per share Price paid per Common Stock share via ESPP

Total holdings after transaction 176,697 shares Direct Common Stock ownership following ESPP acquisition

ESPP purchase period December 1, 2025–June 1, 2026 Purchase Period for ESPP contributions referenced in filing

ESPP discount basis 85% of closing price Shares purchased based on 85% of December 1, 2025 closing price

Key Terms

Employee Stock Purchase Plan, ESPP Purchase Period, Offering Period, Rule 16b-3(c)

4 terms

Employee Stock Purchase Plan financial

"acquisition of shares of the issuer's common stock pursuant to the Palladyne AI Corp. Employee Stock Purchase Plan ("ESPP")"

An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.

ESPP Purchase Period financial

"for the ESPP Purchase Period (as defined in the ESPP) of December 1, 2025 through June 1, 2026"

Offering Period financial

"the Purchase Period comprising the Offering Period (as defined in the ESPP) that began December 1, 2025"

Rule 16b-3(c) regulatory

"This transaction is exempt under Rule 16b-3(c)."

An SEC rule that lets corporate insiders avoid automatic "short‑swing" profit recovery when they buy or sell their company’s stock under a pre‑approved, written plan that meets specific conditions. For investors, it matters because it clarifies when insider trades are treated as routine, reducing legal uncertainty and helping distinguish trades made for ordinary compensation or pre‑planned reasons from those that might signal opportunistic or timely insider advantage.

FAQ

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

What insider transaction did Palladyne AI (PDYN) CFO Trevor Thatcher report?

Trevor Thatcher reported acquiring 1,000 shares of Palladyne AI Common Stock. The shares were obtained through the company’s Employee Stock Purchase Plan for the purchase period ending June 1, 2026, and the transaction is described as exempt under Rule 16b-3(c).

How many PDYN shares did the Palladyne AI CFO acquire and at what price?

The CFO acquired 1,000 Palladyne AI Common Stock shares at $4.5475 per share. These shares were purchased through the Employee Stock Purchase Plan, using contributions accumulated over the December 1, 2025 to June 1, 2026 purchase period.

What is the Palladyne AI Employee Stock Purchase Plan mentioned in the Form 4?

The Employee Stock Purchase Plan (ESPP) allowed the CFO to acquire 1,000 shares for the purchase period from December 1, 2025 to June 1, 2026. Under the ESPP, the shares were bought based on 85% of the closing price on December 1, 2025.

How many Palladyne AI (PDYN) shares does the CFO hold after this ESPP transaction?

After this ESPP acquisition, the CFO holds 176,697 shares of Palladyne AI Common Stock directly. This total reflects his position following the 1,000-share purchase reported for the Employee Stock Purchase Plan period ending June 1, 2026.

Over what period were the ESPP shares for Palladyne AI’s CFO accumulated?

The ESPP shares were accumulated over a purchase period from December 1, 2025 through June 1, 2026. This period is described as the purchase period comprising the offering period under the Palladyne AI Corp. Employee Stock Purchase Plan.

What regulatory exemption applies to the Palladyne AI CFO’s ESPP acquisition?

The Form 4 states that the ESPP transaction is exempt under Rule 16b-3(c). This exemption is noted in the footnotes describing the voluntary reporting of the CFO’s acquisition of common stock through the Employee Stock Purchase Plan purchase period ending June 1, 2026.

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

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Accepted by SEC EDGAR 06/01/2026 - 06:28 PM Learn about SEC filing dates

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

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^*

THATCHER TREVOR

(Last) (First) (Middle)

C/O PALLADYNE AI CORP.

650 SOUTH 500 WEST, SUITE 150

(Street)

SALT LAKE CITY UTAH 84101

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Palladyne AI Corp. [ PDYN ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock(1)	06/01/2026(2)		A	V	1,000	A	$4.5475(3)	176,697	D

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

Explanation of Responses:

1. The reporting person is voluntarily reporting the acquisition of shares of the issuer's common stock pursuant to the Palladyne AI Corp. Employee Stock Purchase Plan ("ESPP"), for the ESPP Purchase Period (as defined in the ESPP) of December 1, 2025 through June 1, 2026. This transaction is exempt under Rule 16b-3(c).

2. The Purchase Period ended June 1, 2026 and is the Purchase Period comprising the Offering Period (as defined in the ESPP) that began December 1, 2025.

3. In accordance with the ESPP, these shares were purchased based on 85% of the closing price of the issuer's common stock on December 1, 2025.

	/s/ Stephen Sonne, attorney-in-fact on behalf of Trevor Thatcher	06/01/2026
	** 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.
* Form 4: SEC 1474 (03-26)