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Palatin Technologies (PTN) executive Wills records vested RSUs and options

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

Rhea-AI Filing Summary

Palatin Technologies executive Stephen T. Wills, who serves as Executive VP and CFO/COO, reported the vesting of performance-based equity awards on December 9, 2025 under the company’s 2011 Stock Incentive Plan. He acquired 95, 330, and 345 restricted share units of common stock at a price of $0 per share as certain performance conditions were certified by the Compensation Committee. These restricted share units each represent the right to receive one share of common stock, with the shares to be issued on or before the 60th day following December 9, 2025.

On the same date, Wills also acquired performance-based stock options to buy Palatin common stock: 142 options with a $362.5 exercise price expiring on June 22, 2032, 518 options with a $109.5 exercise price expiring on June 20, 2033, and 495 options with a $91.5 exercise price expiring on June 4, 2034. Following these transactions, he directly beneficially owned 64,053 shares of common stock and 122,913 derivative securities in the form of stock options.

Positive

  • None.

Negative

  • None.
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).
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*
WILLS STEPHEN T

(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)
Director 10% Owner
X Officer (give title below) Other (specify below)
Executive VP and CFO/COO
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 95(1) A $0(1) 63,378 D
Common Stock 12/09/2025 A 330(2) A $0(2) 63,708 D
Common Stock 12/09/2025 A 345(3) A $0(3) 64,053 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 142 12/09/2025(4) 06/22/2032 Common Stock 142 $0 121,900 D
Stock Option (Right to Buy) $109.5 12/09/2025 A 518 12/09/2025(5) 06/20/2033 Common Stock 518 $0 122,418 D
Stock Option (Right to Buy) $91.5 12/09/2025 A 495 12/09/2025(6) 06/04/2034 Common Stock 495 $0 122,913 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/ Stephen T. Wills, by Stephen A. Slusher, Attorney-in-Fact 12/11/2025
** 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 insider transaction did Palatin Technologies (PTN) report in this Form 4?

The filing reports that Stephen T. Wills, Executive VP and CFO/COO of Palatin Technologies, had performance-based restricted share units and stock options vest on December 9, 2025 under the company’s 2011 Stock Incentive Plan.

How many Palatin Technologies (PTN) restricted share units vested for the executive on December 9, 2025?

On December 9, 2025, 95, 330, and 345 restricted share units of Palatin common stock vested for Stephen T. Wills at a price of $0 per share, each unit representing the right to receive one share of common stock.

What performance-based stock options did the Palatin Technologies (PTN) executive receive?

Stephen T. Wills acquired performance-based stock options to buy Palatin common stock: 142 options with a $362.5 exercise price expiring June 22, 2032, 518 options with a $109.5 exercise price expiring June 20, 2033, and 495 options with a $91.5 exercise price expiring June 4, 2034.

When will the vested restricted share units for Palatin Technologies (PTN) be issued as shares?

The vested restricted share units reported for Stephen T. Wills will be settled in shares of Palatin common stock on or before the 60th day following December 9, 2025, as described in the grant terms.

How many Palatin Technologies (PTN) shares and options does the executive own after these transactions?

After the reported December 9, 2025 transactions, Stephen T. Wills directly beneficially owned 64,053 shares of Palatin common stock and 122,913 derivative securities in the form of stock options.

Under what plan were the Palatin Technologies (PTN) equity awards granted to the executive?

The restricted share units and performance-based stock options reported for Stephen T. Wills were granted under Palatin Technologies’ 2011 Stock Incentive Plan, with vesting tied to performance objectives over an 18-month period ending December 31, 2025.

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