[Form 4] Phio Pharmaceuticals Corp. Insider Trading Activity

Rhea-AI Filing Summary

Phio Pharmaceuticals director Patricia A. Bradford received 18,500 shares of common stock underlying a restricted stock unit award on February 5, 2026. These shares will vest on the first anniversary of the grant. After this award, she beneficially owns 45,651 common shares directly, including unvested restricted stock units, with amounts adjusted for prior reverse stock splits.

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).

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^*

BRADFORD PATRICIA A

(Last) (First) (Middle)

C/O PHIO PARMACEUTICALS 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)
02/05/2026

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
Common Stock, $.0001 par value	02/05/2026		A		18,500(1)	A	$0	45,651(2)(3)	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.

	/s/ Lisa C. Carson, Attorney-in-fact	02/06/2026
	** 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.

FAQ

What insider transaction did Phio Pharmaceuticals (PHIO) report for Patricia A. Bradford?

Phio Pharmaceuticals reported that director Patricia A. Bradford received 18,500 shares of common stock through a restricted stock unit award. The grant was recorded as an acquisition at a price of $0 per share on February 5, 2026, as part of her equity compensation.

How many Phio Pharmaceuticals (PHIO) shares did Patricia A. Bradford acquire in this Form 4?

Patricia A. Bradford acquired 18,500 shares of Phio Pharmaceuticals common stock underlying a restricted stock unit grant. The award was reported as a non-derivative acquisition at a price of $0 per share, increasing her direct beneficial ownership as disclosed in the filing.

What is Patricia A. Bradford’s total Phio (PHIO) share ownership after the reported transaction?

After the restricted stock unit grant, Patricia A. Bradford beneficially owns 45,651 shares of Phio Pharmaceuticals common stock. This total includes shares underlying unvested restricted stock units, and the number of securities reflects adjustments for prior reverse stock splits noted in the filing.

When do Patricia A. Bradford’s newly granted Phio (PHIO) restricted stock units vest?

The 18,500 shares underlying Patricia A. Bradford’s restricted stock unit grant will vest on the first annual anniversary of the grant date. This means the shares become fully vested one year after February 5, 2026, assuming she continues to satisfy any applicable service conditions.

How are unvested restricted stock units treated in Patricia A. Bradford’s Phio (PHIO) ownership?

Patricia A. Bradford’s reported beneficial ownership of 45,651 Phio Pharmaceuticals shares includes common stock underlying unvested restricted stock units. These unvested units are counted in the disclosed total, even though the related shares will vest according to the specified schedule.

Did prior reverse stock splits affect the Phio (PHIO) share amounts reported for Patricia A. Bradford?

Yes. The filing states that the number of reported securities has been adjusted to reflect prior reverse stock splits. This means both the new restricted stock unit grant and her total beneficial ownership incorporate those historical capitalization changes.