PRPO Form 4: Kathleen LaPorte Disposes of 6,152 Shares

Rhea-AI Filing Summary

Kathleen LaPorte, a director of Precipio, Inc. (PRPO), reported the sale of 6,152 shares of the issuer's common stock on 09/08/2025 at a weighted average price of $20.06 per share. After the reported disposals, she beneficially owned 6,151 shares. The shares were originally granted to Ms. LaPorte on 04/15/2024 as consideration in lieu of cash for board service covering Q1 2023 through Q1 2024; that grant was approved by the board under Rule 16b-3 and is exempt from Section 16(b). The Form 4 is signed by Ms. LaPorte on 09/10/2025. The filing notes the shares were sold in multiple transactions at prices ranging from $20.00 to $20.50.

Positive

• Disclosure appears complete and timely: Form 4 includes transaction date, weighted average price, price range, prior grant date, and signature.
• Grant was board-approved and exempt under Rule 16b-3: the shares were originally issued as compensation with board approval, providing exemption from Section 16(b).

Negative

• Director reduced direct holdings by 6,152 shares: the filing reports a disposal that lowers beneficial ownership to 6,151 shares.
• Insufficient context on materiality: the Form 4 does not state total outstanding shares or percentage ownership, so investor impact cannot be fully assessed from this filing alone.

Insights

Corporate Governance Expert

TL;DR: Director sale disclosed, grant was board-approved and exempt under Rule 16b-3; filing appears procedurally compliant.

Ms. LaPorte's Form 4 documents a routine disposition of shares that were originally issued as director compensation and explicitly notes board approval under Rule 16b-3, which supports exemption from short-swing profit recovery. The reporting includes the weighted average sale price and the stated price range, and the form is signed and dated. From a governance perspective, the filing provides the necessary disclosures to meet Section 16 reporting obligations, with no additional governance issues identified in the document.

Securities Analyst

TL;DR: Insider sold 6,152 shares at a weighted $20.06; remaining beneficial ownership is 6,151 shares.

The transaction is clearly described with transaction date 09/08/2025, weighted average price $20.06, and a reported price range of $20.00 to $20.50. The disposition reduces the director's direct holding to 6,151 shares. The origin of the shares is disclosed (grant dated 04/15/2024 as compensation), which clarifies that the shares were not acquired recently in open-market purchases. The filing does not provide additional context about the proportion of ownership relative to total outstanding shares, so material market impact cannot be assessed from this form alone.

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
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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^*

LAPORTE KATHLEEN

(Last) (First) (Middle)

C/O PRECIPIO, INC.

4 SCIENCE PARK

(Street)

NEW HAVEN CT 06511

(City) (State) (Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
09/08/2025

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	09/08/2025		S		6,152(1)	D	$20.06(2)	6,151	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. The shares were initially granted to the Reporting Person on April 15, 2024 as consideration in lieu of cash of deferred compensation for service as a member of the issuer's board of directors from the first quarter of 2023 through the first quarter of 2024, as disclosed in the Form 4 filed with the Securities and Exchange Commission (the "SEC") on April 17, 2024. This grant was approved in advance by the issuer's board of directors in accordance with Rule 16b-3 under the Securities Exchange Act of 1934 and is exempt from Section 16(b).

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.00 to $20.50, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range.

	/s/ Kathleen D. LaPorte	09/10/2025
	** 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 Kathleen LaPorte report in the Form 4 for PRPO?

She reported the sale of 6,152 shares on 09/08/2025 at a weighted average price of $20.06, leaving her with 6,151 shares beneficially owned.

Were the shares sold by the director originally granted or purchased?

The shares were originally granted to Ms. LaPorte on 04/15/2024 as compensation in lieu of cash for board service; that grant was approved under Rule 16b-3 and is exempt from Section 16(b).

What price range did the sales occur at according to the filing?

The filing states the shares were sold in multiple transactions at prices ranging from $20.00 to $20.50.

When was the Form 4 signed?

The Form 4 is signed by Kathleen D. LaPorte on 09/10/2025.

Does the Form 4 indicate the sale was part of a Rule 10b5-1 plan?

No. The filing does not indicate the transaction was made pursuant to a Rule 10b5-1 plan; it documents a sale and notes the origin of the shares and board approval under Rule 16b-3.