[Form 4/A] Phio Pharmaceuticals Corp. Amended Insider Trading Activity

Rhea-AI Filing Summary

Phio Pharmaceuticals (PHIO) amended an insider filing to report a corrected grant of restricted stock units. Director Robert L. Ferrara was granted 23,100 restricted stock units on 09/11/2025 that will convert into common shares when they vest on the first annual anniversary of the grant. Following this grant and existing unvested RSUs, Ferrara beneficially owns 38,766 shares of common stock; the amended filing corrects previously reported counts that understated the grant and total ownership. The amendment also notes that reported share counts were adjusted for prior reverse stock splits.

Insights

Financial Analyst

TL;DR: Insider received 23,100 RSUs; amendment fixes prior reporting numbers—routine compensation, limited immediate market impact.

The filing shows a non-derivative acquisition of 23,100 restricted stock units (RSUs) granted 09/11/2025 that vest on the first anniversary of the grant. The corrected total beneficial ownership is 38,766 shares, and the amendment clarifies prior misreported quantities and adjustments for reverse stock splits. This is a standard executive/director equity compensation disclosure and, by itself, is unlikely to materially affect valuation or liquidity. Investors should note the company and reporting person ensured accuracy via amendment.

Corporate Governance Expert

TL;DR: Corrected Form 4 improves disclosure accuracy; the grant is a routine director equity award with limited governance implications.

The amended Form 4 documents an equity grant to a director and corrects earlier clerical errors in the original filing. The disclosure identifies the instrument as RSUs that convert to common stock on vesting and confirms ownership adjustments for reverse stock splits. From a governance perspective, timely correction is positive for transparency, and the transaction represents standard compensation practice rather than a change in control or related-party transaction.

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

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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).

1. Name and Address of Reporting Person^*

Ferrara Robert L

(Last) (First) (Middle)

C/O PHIO PHARMACEUTICALS CORP.

411 SWEDELAND RD., STE 23-1080

(Street)

KING OF PRUSSIA PA 19406

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Phio Pharmaceuticals Corp. [ PHIO ]

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)
09/11/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)
09/15/2025

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
Common Stock, $.0001 par value	09/11/2025		A		23,100(1)(4)	A	$0	38,766(2)(3)(4)	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. Represents shares underlying a restricted stock unit, which shares will vest on the first annual anniversary of the grant.

2. Includes shares of common stock underlying unvested restricted stock units.

3. The number of reported securities has been adjusted to reflect prior reverse stock splits.

4. This amended Form 4 corrects the number of stock options reported in the original Form 4 filed on September 15, 2025. The original filing incorrectly stated that 23,000 restricted stock units were granted. The correct number of restricted stock units granted was 23,100. Securities beneficially owned changed from 38,666 to 38,766.

	/s/ Lisa C. Carson, Attorney-in-fact	09/15/2025
	** 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 Robert L. Ferrara acquire according to the PHIO Form 4/A?

The amended filing reports a grant of 23,100 restricted stock units (RSUs) granted on 09/11/2025 that will vest on the first annual anniversary of the grant.

How many shares does the reporting person beneficially own after the transaction?

Following the reported transaction and unvested RSUs, the amended Form 4 shows beneficial ownership of 38,766 shares of Phio Pharmaceuticals common stock.

Why was an amended Form 4 filed for PHIO?

The amendment corrects the number of restricted stock units granted (from 23,000 to 23,100) and adjusts the total reported securities (from 38,666 to 38,766), and notes adjustments for prior reverse stock splits.

Does the Form 4/A report any derivative transactions or option exercises?

No. The filing reports a non-derivative acquisition of RSUs and does not list any derivative securities or option exercises.

When will the RSUs vest into common shares?

The RSUs are described as vesting on the first annual anniversary of the grant date, meaning shares will be issued upon that vesting date per the filing.