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PLL Form 4: EVP/CFO Reports Conversions and Disposals Linked to Sayona Merger

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Insider transactions by Michael D. White, EVP and CFO of Piedmont Lithium Inc. (PLL) show activity tied to the Merger with Sayona Mining Limited. The filing reports on 08/29/2025 that 33,410 Piedmont performance shares were treated as acquired and 63,066 common shares were disposed. The explanatory notes state that under the Merger Agreement each Piedmont share and restricted stock unit converted into 527 Sayona ordinary shares, and each Piedmont option converted into an option to purchase 527 Sayona shares. Several existing Piedmont stock options are shown as disposed on the same date, with zero Piedmont derivative securities remaining following the transactions.

Positive

  • Performance stock units were deemed satisfied at the effective time of the Merger, per the Merger Agreement
  • Clear conversion mechanics disclosed: each Piedmont share, RSU, and option converted into 527 Sayona ordinary shares or equivalent options

Negative

  • Reported disposal of 63,066 Piedmont common shares on 08/29/2025
  • Zero Piedmont derivative securities reported following the transactions, indicating the executive no longer holds those Piedmont options

Insights

TL;DR: Transaction reporting reflects conversion and settlement of equity awards due to the Piedmont-Sayona merger, producing share conversions and disposals.

The Form 4 documents routine post-merger equity treatment for an executive. Performance stock units were deemed satisfied at the merger's effective time and converted, and outstanding Piedmont options and RSUs were converted or disposed consistent with the Merger Agreement's 1-for-527 exchange ratio. The filing shows a net disposal of 63,066 Piedmont common shares and the acquisition entry for 33,410 performance-based shares prior to conversion. This is an administrative disclosure of ownership changes tied to the transaction rather than an operational or earnings development.

TL;DR: Disclosure aligns with merger mechanics: awards vested/treated per agreement and converted into Sayona securities at the stated ratio.

The explanations explicitly state performance conditions were deemed satisfied at the merger, triggering conversion of PSUs and conversion of stock options and RSUs into Sayona securities at the 527:1 ratio. The Form 4 records corresponding acquisitions and disposals on 08/29/2025 and shows no remaining Piedmont derivative securities after the transactions. From a governance and compliance perspective, the filing provides necessary Section 16 transparency about an officer's post-merger holdings and related award treatment.

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
X
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*
WHITE MICHAEL D

(Last) (First) (Middle)
C/O PIEDMONT LITHIUM INC.
42 E CATAWBA STREET

(Street)
BELMONT NC 28012

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Piedmont Lithium Inc. [ PLL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP and CFO
3. Date of Earliest Transaction (Month/Day/Year)
08/29/2025
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, par value $0.0001 08/29/2025 A(1) 33,410 A $0 63,066 D
Common Stock, par value $0.0001 08/29/2025 D(2) 63,066 D (2) 0 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
Stock Option (right to buy) $16 08/29/2025 D(3) 41,263 12/31/2026 03/04/2034 Common Stock, par value $0.0001 41,263 (3) 0 D
Stock Option (right to buy) $67.5 08/29/2025 D(3) 7,259 12/31/2025 03/07/2033 Common Stock, par value $0.0001 7,259 (3) 0 D
Stock Option (right to buy) $55 08/29/2025 D(3) 9,069 (4) 02/28/2032 Common Stock, par value $0.0001 9,069 (3) 0 D
Stock Option (right to buy) $55 08/29/2025 D(3) 15,871 12/31/2024 02/28/2032 Common Stock, par value $0.0001 15,871 (3) 0 D
Stock Option (right to buy) $65 08/29/2025 D(3) 4,530 (5) 05/19/2031 Common Stock, par value $0.0001 4,530 (3) 0 D
Explanation of Responses:
1. Piedmont Lithium Inc. ("Piedmont"), Sayona Mining Limited ("Sayona") and Shock MergeCo Inc. ("Merger Sub") are parties to the Agreement and Plan of Merger, dated as of November 18, 2024 (the "Merger Agreement"), pursuant to which, among other things, Merger Sub was merged with and into Piedmont (the "Merger"). Pursuant to the Merger Agreement, the performance conditions underlying these performance stock units were deemed satisfied based on the greater of target or actual performance at the effective time of the Merger.
2. At the effective time of the Merger, (i) each share of common stock of Piedmont was converted into the right to receive 527 ordinary shares of Sayona and (ii) each restricted stock unit of Piedmont was converted into 527 restricted stock units of Sayona.
3. At the effective time of the Merger, each stock option to purchase a share of common stock of Piedmont was converted into a stock option to purchase 527 ordinary shares of Sayona.
4. These stock options vested in three equal annual installments on December 31, 2022, December 31, 2023 and December 31, 2024.
5. These stock options vested in three equal annual installments on December 31, 2021, December 31, 2022 and December 31, 2023.
/S/ Michael D. White 08/29/2025
** 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 Michael D. White report on Form 4 for Piedmont Lithium (PLL)?

The Form 4 reports acquisitions and disposals on 08/29/2025: 33,410 performance shares acquired and 63,066 common shares disposed, with explanations tied to the Merger.

How were Piedmont equity awards treated under the Merger Agreement?

The filing states PSUs were deemed satisfied and each Piedmont share, RSU, and option converted into 527 Sayona ordinary shares or equivalent options at the merger's effective time.

Did the reporting person retain any Piedmont options after the transactions?

No. The Form 4 shows the number of Piedmont derivative securities as zero following the reported transactions.

What is the conversion ratio used in the merger disclosure?

The disclosed conversion ratio is 1 Piedmont share or award converting into 527 Sayona ordinary shares or units.

When were the transactions dated on the Form 4?

All reported transactions are dated 08/29/2025, which is identified as the effective time for the reported conversions and disposals.
Piedmont Lithium Inc

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159.11M
20.45M
6.35%
27.36%
8.84%
Other Industrial Metals & Mining
Mining & Quarrying of Nonmetallic Minerals (no Fuels)
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United States
BELMONT