Palladyne AI (PDYN) CTO receives 447,094 RSU stock award, lifting holdings

Rhea-AI Filing Summary

GARAGIC DENIS reported acquisition or exercise transactions in this Form 4 filing.

Palladyne AI Corp. chief technology officer Denis Garagic received an equity award of 447,094 shares of common stock in the form of restricted stock units (RSUs). The award was recorded at a price of $0.00 per share as a compensation grant, not an open‑market purchase.

After this grant, Garagic directly holds 1,008,053 shares of common stock. The 447,094 RSUs can only be settled in shares and are split into 10 equal tranches, each subject to both stock price targets and service-based vesting conditions, meaning the shares are delivered over time only if those goals are met.

Insights

Equity compensation analyst

CTO received a large RSU stock grant as routine equity compensation.

The chief technology officer of Palladyne AI Corp., Denis Garagic, was granted 447,094 restricted stock units at a stated price of $0.00 per share. This is a non‑cash, stock-based compensation award rather than an open‑market transaction.

The RSUs can only settle in common shares and are divided into 10 equal tranches, each tied to a stock price goal and service-based vesting conditions. This structure links potential value to both future share performance and continued employment.

Following the grant, Garagic’s direct holdings total 1,008,053 shares of common stock. The filing does not show any sales or option exercises in this event, so the grant functions primarily as long-term incentive compensation rather than a near-term trading signal.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider GARAGIC DENIS

Role CHIEF TECHNOLOGY OFFICER

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	447,094	$0.00	--

Holdings After Transaction: Common Stock — 1,008,053 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

RSU grant size: 447,094 shares Grant price per share: $0.00 per share Total holdings after grant: 1,008,053 shares +1 more

4 metrics

RSU grant size 447,094 shares Restricted stock units granted to CTO

Grant price per share $0.00 per share Stated value for RSU award

Total holdings after grant 1,008,053 shares Direct common stock holdings post-transaction

RSU tranches 10 tranches RSUs split into equal tranches with goals

Key Terms

restricted stock units ("RSUs"), service-based vesting conditions, stock price goal, Grant, award, or other acquisition

4 terms

restricted stock units ("RSUs") financial

"Includes 447,094 restricted stock units ("RSUs"), which can only be settled"

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

service-based vesting conditions financial

"each tied to a stock price goal and service-based vesting conditions."

stock price goal financial

"The RSUs are divided into 10 equally sized tranches, each tied to a stock price goal"

Grant, award, or other acquisition financial

"transaction_code_description": "Grant, award, or other acquisition""

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Form 4 Insider Transactions: What Each Field Means →

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^*

GARAGIC DENIS

(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 TECHNOLOGY OFFICER

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/08/2026

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	06/08/2026		A		447,094	A	$0	1,008,053(1)	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. Includes 447,094 restricted stock units ("RSUs"), which can only be settled with shares of common stock. The RSUs are divided into 10 equally sized tranches, each tied to a stock price goal and service-based vesting conditions.

	/s/ Stephen Sonne, attorney-in-fact on behalf of Denis Garagic	06/08/2026
	** 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)

FAQ

What did Palladyne AI (PDYN) disclose about Denis Garagic in this Form 4?

Palladyne AI reported that CTO Denis Garagic received a grant of 447,094 restricted stock units at a stated price of $0.00 per share. These RSUs represent stock-based compensation rather than an open-market transaction and will settle only in common shares if vesting conditions are met.

How many shares did Denis Garagic acquire in the latest Palladyne AI (PDYN) filing?

Denis Garagic acquired 447,094 shares in the form of restricted stock units. The RSUs are equity awards that can only be settled in Palladyne AI common stock, subject to stock price targets and service-based vesting, rather than a cash purchase on the open market.

What are the vesting terms of Denis Garagic’s RSUs at Palladyne AI (PDYN)?

The 447,094 restricted stock units are divided into 10 equally sized tranches. Each tranche is tied to a specific stock price goal and service-based vesting conditions, so shares are delivered over time only if performance targets and continued employment requirements are satisfied.

How many Palladyne AI (PDYN) shares does Denis Garagic hold after this grant?

After the RSU grant, Denis Garagic directly holds 1,008,053 shares of Palladyne AI common stock. This total includes his existing holdings plus the newly awarded restricted stock units, which will convert into shares only as their vesting conditions are achieved over time.

Was Denis Garagic’s Palladyne AI (PDYN) transaction a stock purchase or sale?

The transaction was an acquisition through a grant of restricted stock units, not a market purchase or sale. The Form 4 uses transaction code “A,” indicating a grant or award, and reports a price of $0.00 per share, consistent with equity compensation rather than trading activity.

Do Denis Garagic’s RSUs at Palladyne AI (PDYN) depend on stock performance?

Yes. The filing states that the 447,094 RSUs are split into 10 tranches, each linked to a stock price goal. Shares from each tranche only vest if the specified stock price targets are reached and accompanying service-based vesting conditions are met.