Precipio director linked entity sells 900 PRPO shares

Precipio, Inc. director Richard A. Sandberg reported an indirect open-market sale related to shares of the company’s common stock.

Rhea-AI Filing Summary

Precipio, Inc. director Richard A. Sandberg reported an indirect open-market sale related to shares of the company’s common stock. On May 21, 2026, Wythburn Associates, Ltd., an entity 94% owned jointly by Sandberg and his spouse, sold 900 shares at an average price of $25.0193 per share.

After this sale, Wythburn Associates held 3,000 shares of Precipio common stock. Separate entries show Sandberg with 25,000 shares held indirectly through a Roth IRA and 8,142 shares held directly in his own name. The filing states that Sandberg disclaims beneficial ownership of Wythburn’s securities except to the extent of his pecuniary interest.

Insider Trade Summary

Net Seller: 900 shares

Net Sell 3 txns

Insider SANDBERG RICHARD A

Role Director

Sold 900 shs ($23K)

Type	Security	Shares	Price	Value
Sale	Common Stock	900	$25.0193	$23K
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 3,000 shares (Indirect, Wythburn Associates, Ltd, 94% owned jointly by reporting person and spouse); Common Stock — 8,142 shares (Direct); Common Stock — 25,000 shares (Indirect, Roth IRA for the benefit of Richard A Sandberg)

Footnotes (1)

1. F1. Shares disposed in open market transactions by Wythburn Associates, Ltd, which is 94% owned jointly by the reporting person and their spouse. The reporting person disclaims beneficial ownership of the securities except to the extent of their pecuniary interest therein.

Key Figures

Shares sold: 900 shares Sale price: $25.0193 per share Wythburn holdings after sale: 3,000 shares +3 more

6 metrics

Shares sold 900 shares Open-market sale on May 21, 2026 by Wythburn Associates

Sale price $25.0193 per share Average price for 900-share open-market sale

Wythburn holdings after sale 3,000 shares Indirect ownership via Wythburn Associates following transaction

Roth IRA holdings 25,000 shares Indirect holdings in Roth IRA for benefit of Richard A. Sandberg

Direct holdings 8,142 shares Shares held directly by Richard A. Sandberg after transactions

Net share change 900 shares net sold Net buy/sell direction in transaction summary

Key Terms

open market transactions, beneficial ownership, Roth IRA, indirect ownership, +1 more

5 terms

open market transactions financial

"Shares disposed in open market transactions by Wythburn Associates, Ltd"

Open market transactions are the buying and selling of a company’s shares or other securities conducted on public exchanges or through the wider market rather than through private deals or negotiated placements. They matter to investors because these trades change supply and demand in real time—like shoppers affecting a store’s inventory—and so can move prices, signal management or investor sentiment, affect liquidity, and alter ownership stakes that influence future returns and risk.

beneficial ownership financial

"The reporting person disclaims beneficial ownership of the securities except to the extent"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

Roth IRA financial

"Roth IRA for the benefit of Richard A Sandberg"

A Roth IRA is a retirement savings account you fund with money that’s already been taxed, and withdrawals taken in retirement under the account rules are tax-free. It matters to investors because it shifts the tax bill to today instead of retirement, potentially increasing after-tax income later—think of it like paying for a lifetime subscription now so you can use it without extra charges in the future—helpful for long-term tax planning and flexibility.

indirect ownership financial

"nature_of_ownership: Roth IRA for the benefit of Richard A Sandberg"

transaction code S financial

"transaction_code: "S" … Sale in open market or private transaction"

FAQ

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

What insider transaction did PRPO director Richard Sandberg report?

Richard A. Sandberg reported an indirect open-market sale of 900 shares of Precipio common stock. The sale occurred through Wythburn Associates, Ltd. on May 21, 2026 at an average price of $25.0193 per share, as disclosed in the Form 4 filing.

Who actually sold the PRPO shares in Richard Sandberg’s Form 4?

The 900 Precipio shares were sold by Wythburn Associates, Ltd., an entity 94% owned jointly by Richard Sandberg and his spouse. The filing notes that Sandberg disclaims beneficial ownership of these securities except to the extent of his pecuniary interest in the entity.

How many PRPO shares does Wythburn Associates hold after the sale?

After selling 900 shares, Wythburn Associates, Ltd. held 3,000 shares of Precipio common stock. This post-transaction balance is reported in the Form 4 as the total number of shares indirectly owned through Wythburn following the May 21, 2026 open-market transaction.

What are Richard Sandberg’s other PRPO holdings reported in this Form 4?

Besides Wythburn’s position, the Form 4 lists 25,000 Precipio shares held indirectly in a Roth IRA for the benefit of Richard A. Sandberg and 8,142 shares held directly. These entries reflect his reported holdings as of the same May 21, 2026 date.

Is the PRPO insider transaction considered a buy or a sell?

The Form 4 reports a sell transaction. It classifies the 900-share trade as an open-market sale of common stock, coded as an “S” transaction, executed by Wythburn Associates at an average price of $25.0193 per share on May 21, 2026.

What does Sandberg’s disclaimer of beneficial ownership in the PRPO filing mean?

The filing states Sandberg disclaims beneficial ownership of Wythburn’s securities except for his pecuniary interest. This means he does not claim full economic or voting control over all Wythburn-held shares, beyond the portion representing his financial stake in the entity.

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

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Accepted by SEC EDGAR 05/26/2026 - 04:00 PM EDT 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^*

SANDBERG RICHARD A

(Last) (First) (Middle)

C/O PRECIPIO, INC.

4 SCIENCE PARK

(Street)

NEW HAVEN CONNECTICUT 06511

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Precipio, Inc. [ PRPO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/21/2026

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	05/21/2026		S		900	D	$25.0193	3,000	I	Wythburn Associates, Ltd, 94% owned jointly by reporting person and spouse(1)
Common Stock								8,142	D
Common Stock								25,000	I	Roth IRA for the benefit of Richard A Sandberg

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. Shares disposed in open market transactions by Wythburn Associates, Ltd, which is 94% owned jointly by the reporting person and their spouse. The reporting person disclaims beneficial ownership of the securities except to the extent of their pecuniary interest therein.

	/s/ Sandberg Richard	05/26/2026
	** 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)