Palatin Technologies (PTN) CEO logs RSU vesting and option awards after 18‑month performance period

Rhea-AI Filing Summary

Palatin Technologies, Inc. reported equity compensation changes for its President and CEO, who is also a director, in a Form 4 insider filing. On December 9, 2025, several performance-based restricted stock unit (RSU) awards granted under the 2011 Stock Incentive Plan partially vested after the Compensation Committee certified that a defined performance objective for the 18 months ending December 31, 2025 was achieved at 100% of the target level.

The vesting resulted in accruals of 110, 380, and 395 common shares at a stated price of $0 per share, bringing the reporting person’s beneficial ownership of common stock to 64,698 shares. The company states these shares have not yet been issued but will be delivered on or before the 60th day following December 9, 2025.

On the same date, three tranches of performance-based stock options also vested in part: 163 options at an exercise price of $362.5, 595 options at $109.5, and 568 options at $91.5, each for common stock, with expirations ranging from June 22, 2032 to June 4, 2034. Following these transactions, the reporting person held 123,939 stock options in total.

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).

X

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^*

SPANA CARL

(Last) (First) (Middle)

PALATIN TECHNOLOGIES, INC.

11 DEER PARK DRIVE

(Street)

MONMOUTH JUNCTION, NJ 08852

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PALATIN TECHNOLOGIES INC [ PTN ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/09/2025

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	12/09/2025		A		110(1)	A	$0(1)	63,923	D
Common Stock	12/09/2025		A		380(2)	A	$0(2)	64,303	D
Common Stock	12/09/2025		A		395(3)	A	$0(3)	64,698	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)	$362.5	12/09/2025		A		163		12/09/2025(4)	06/22/2032	Common Stock	163	$0	122,776	D
Stock Option (Right to Buy)	$109.5	12/09/2025		A		595		12/09/2025(5)	06/20/2033	Common Stock	595	$0	123,371	D
Stock Option (Right to Buy)	$91.5	12/09/2025		A		568		12/09/2025(6)	06/04/2034	Common Stock	568	$0	123,939	D

Explanation of Responses:

1. Restricted share units granted under the 2011 Stock Incentive Plan, each of which represents the right to receive, without further payment, one share of common stock. The performance condition grant, made June 22, 2022, vested in part on December 9, 2025, upon certification by the Compensation Committee of a defined performance objective as to 100% of the target number of share units for the 18 months ending December 31, 2025. The shares have not been issued as of the date of this Form 4, but will be issued on or before the 60th day following December 9, 2025.

2. Restricted share units granted under the 2011 Stock Incentive Plan, each of which represents the right to receive, without further payment, one share of common stock. The performance condition grant, made June 20, 2023, vested in part on December 9, 2025, upon certification by the Compensation Committee of a defined performance objective as to 100% of the target number of share units for the 18 months ending December 31, 2025. The shares have not been issued as of the date of this Form 4, but will be issued on or before the 60th day following December 9, 2025.

3. Restricted share units granted under the 2011 Stock Incentive Plan, each of which represents the right to receive, without further payment, one share of common stock. The performance Restricted share units granted under the 2011 Stock Incentive Plan, each of which represents the right to receive, without further payment, one share of common stock. The performance condition grant, made June 4, 2024, vested in part on December 9, 2025, upon certification by the Compensation Committee of a defined performance objective as to 100% of the target number of share units for the 18 months ending December 31, 2025. The shares have not been issued as of the date of this Form 4, but will be issued on or before the 60th day following December 9, 2025.

4. Performance-based stock options granted under the 2011 Stock Incentive Plan, each of which represents the right to receive, upon payment of the exercise price, one share of common stock. The performance condition stock option grant, made June 22, 2022, vested in part on December 9, 2025, upon certification by the Compensation Committee of a defined performance objective as to 100% of the target number of share units for the 18 months ending December 31, 2025.

5. Performance-based Stock options granted under the 2011 Stock Incentive Plan, each of which represents the right to receive, upon payment of the exercise price, one share of common stock. The performance condition stock option grant, made June 20, 2023, vested in part on December 9, 2025, upon certification by the Compensation Committee of a defined performance objective as to 100% of the target number of share units for the 18 months ending December 31, 2025.

6. Performance-based stock options granted under the 2011 Stock Incentive Plan, each of which represents the right to receive, upon payment of the exercise price, one share of common stock. The performance condition stock option grant, made June 4, 2024, vested in part on December 9, 2025, upon certification by the Compensation Committee of a defined performance objective as to 100% of the target number of share units for the 18 months ending December 31, 2025.

	/s/ Carl Spana, by Stephen A. Slusher, Attorney-in-Fact	12/11/2025
	** Signature of Reporting Person	Date
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FAQ

What did Palatin Technologies (PTN) disclose in this Form 4 filing?

The filing discloses that Palatin Technologies’ President and CEO, who is also a director, had performance-based restricted stock units and stock options vest on December 9, 2025 under the company’s 2011 Stock Incentive Plan after a defined performance objective was certified as met.

How many Palatin Technologies (PTN) common shares did the CEO acquire through RSU vesting?

The CEO accrued 110, 380, and 395 common shares from three RSU tranches at a stated price of $0 per share, resulting in 64,698 common shares beneficially owned after the reported transactions.

When will the vested RSU shares for Palatin Technologies (PTN) be issued?

For each RSU grant described, Palatin states that the vested shares had not been issued as of the reporting date but will be issued on or before the 60th day following December 9, 2025.

What performance period triggered the Palatin Technologies (PTN) equity vesting?

The RSUs and performance-based stock options vested in part after the Compensation Committee certified achievement of a defined performance objective for the 18 months ending December 31, 2025 at 100% of the target number of share units.

What stock options did the Palatin Technologies (PTN) CEO receive or have vest on December 9, 2025?

On December 9, 2025, three performance-based stock option grants vested in part: 163 options at an exercise price of $362.5, 595 options at $109.5, and 568 options at $91.5, each for common stock and expiring between June 22, 2032 and June 4, 2034.

How many Palatin Technologies (PTN) stock options does the CEO hold after these transactions?

After the reported vesting activity, the CEO beneficially owned 123,939 stock options, each representing the right to purchase one share of Palatin Technologies common stock upon payment of the applicable exercise price.