Phio director granted 23,800 restricted stock units

Phio Pharmaceuticals director David H. Deming reported an equity award of 23,800 shares of common stock underlying restricted stock units on February 5, 2026.

Rhea-AI Filing Summary

Phio Pharmaceuticals director David H. Deming reported an equity award of 23,800 shares of common stock underlying restricted stock units on February 5, 2026. The filing shows the award was recorded at a price of $0 per share and coded as an acquisition.

These restricted stock units will vest on the first anniversary of the grant, and the total beneficial ownership after this transaction is 37,800 shares held directly, including shares underlying unvested restricted stock units.

Insider Trade Summary

Grant/Award: 23,800 shares

Grant/Award 1 txn

Insider Deming David H

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock, $.0001 par value	23,800	$0.00	$0.00

Holdings After Transaction: Common Stock, $.0001 par value — 37,800 shares (Direct)

Footnotes (2)

1. F1. Represents shares underlying a restricted stock unit, which shares will vest on the first annual anniversary of the grant.
2. F2. Includes shares of common stock underlying unvested restricted stock units.

FAQ

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

What insider transaction did Phio Pharmaceuticals (PHIO) report for David H. Deming?

Phio Pharmaceuticals reported that director David H. Deming acquired 23,800 shares of common stock underlying restricted stock units. The transaction occurred on February 5, 2026, was coded as an acquisition, and was recorded at a price of $0 per share.

How many Phio Pharmaceuticals (PHIO) shares were granted to David H. Deming?

David H. Deming was granted 23,800 shares of Phio Pharmaceuticals common stock underlying restricted stock units. These units represent future shares that will be delivered upon vesting, rather than an immediate open-market purchase of already outstanding common stock.

When do David H. Deming’s restricted stock units in Phio Pharmaceuticals (PHIO) vest?

The restricted stock units granted to David H. Deming vest on the first annual anniversary of the grant. This means the 23,800 underlying shares become deliverable one year after the February 5, 2026 grant date, subject to the award’s continued-service conditions.

How many Phio Pharmaceuticals (PHIO) shares does David H. Deming beneficially own after the reported transaction?

After the reported transaction, David H. Deming beneficially owns 37,800 shares of Phio Pharmaceuticals common stock. This total includes shares of common stock underlying unvested restricted stock units, all of which are reported as being held directly.

Was David H. Deming’s Phio Pharmaceuticals (PHIO) transaction a market purchase?

No, the transaction was not a market purchase. It was an acquisition of 23,800 shares underlying restricted stock units at a recorded price of $0 per share, reflecting an equity award rather than an open-market buy at prevailing trading prices.

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

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Accepted by SEC EDGAR 02/06/2026 - 07:59 AM EST 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^*

Deming David H

(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)
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		23,800(1)	A	$0	37,800(2)	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.

	/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.