[Form 4] PALVELLA THERAPEUTICS, INC. Insider Trading Activity

Rhea-AI Filing Summary

Palvella Therapeutics (PVLA) reported insider transactions by its Chief Operating Officer on a Form 4. On 11/19/2025, the officer exercised stock options to acquire 2,154 shares of common stock at $7.14 per share and 2,148 shares at $9.08 per share. The same day, the officer sold 1,500 shares at a weighted average price of $85.7183 and 2,802 shares at a weighted average price of $86.5053, leaving 0 shares of common stock directly owned after these transactions.

The filing shows remaining fully vested stock options covering 2,154 shares expiring on 10/29/2029 and 2,148 shares expiring on 10/14/2030, with post‑transaction option holdings of 23,705 and 23,628 options in those grants. All transactions were carried out under a Rule 10b5‑1 trading plan adopted on August 19, 2025.

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^*

Goin Kathleen

(Last) (First) (Middle)

C/O PALVELLA THERAPEUTICS, INC.

353 W. LANCASTER AVENUE, SUITE 200

(Street)

WAYNE PA 19087

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PALVELLA THERAPEUTICS, INC. [ PVLA ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
11/19/2025

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	11/19/2025		M(1)		2,154	A	$7.14	2,154	D
Common Stock	11/19/2025		M(1)		2,148	A	$9.08	4,302	D
Common Stock	11/19/2025		S(1)		1,500	D	$85.7183(2)	2,802	D
Common Stock	11/19/2025		S(1)		2,802	D	$86.5053(3)	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)	$7.14	11/19/2025		M(1)			2,154	(4)	10/29/2029	Common Stock	2,154	$0	23,705	D
Stock Option (Right to Buy)	$9.08	11/19/2025		M(1)			2,148	(4)	10/14/2030	Common Stock	2,148	$0	23,628	D

Explanation of Responses:

1. The transactions reported by the Reporting Person were effected pursuant to a Rule 10b5-1 trading plan adopted on August 19, 2025.

2. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $85.475 to $86.08. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, on request, full information regarding the number of shares sold at each separate price within the range set forth above.

3. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $86.485 to $86.97. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, on request, full information regarding the number of shares sold at each separate price within the range set forth above.

4. The stock option is fully vested.

	/s/ Kathleen A. McGowan, Attorney-in-Fact	11/21/2025
	** 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 transactions did PVLA report for its COO on this Form 4?

The Chief Operating Officer of Palvella Therapeutics (PVLA) exercised stock options for 2,154 shares at $7.14 and 2,148 shares at $9.08, then sold 1,500 shares at a weighted average of $85.7183 and 2,802 shares at a weighted average of $86.5053 on 11/19/2025.

How many PVLA shares does the reporting officer own after the reported trades?

After the reported transactions on 11/19/2025, the Form 4 shows the officer directly owning 0 shares of Palvella Therapeutics common stock.

Were the PVLA insider trades done under a Rule 10b5-1 plan?

Yes. The Form 4 states that the transactions were effected under a Rule 10b5-1 trading plan adopted on August 19, 2025.

What option grants for PVLA stock does the officer still hold?

The officer holds fully vested stock options with an exercise price of $7.14 for 2,154 shares expiring on 10/29/2029 and options with an exercise price of $9.08 for 2,148 shares expiring on 10/14/2030. Following the transactions, the holdings in these grants are 23,705 and 23,628 options, respectively.

Why are some PVLA sale prices reported as weighted averages on the Form 4?

The filing explains that the reported sale prices of $85.7183 and $86.5053 are weighted average prices from multiple trades in price ranges, and the officer undertakes to provide detailed trade information on request.

What is the officer's role and relationship to Palvella Therapeutics (PVLA)?

The reporting person is an officer of Palvella Therapeutics, Inc., serving as the company’s Chief Operating Officer, as indicated in the Form 4.