Palvella (PVLA) COO sells 4,302 shares in pre-set Rule 10b5-1 plan

Rhea-AI Filing Summary

Palvella Therapeutics Chief Operating Officer Kathleen Goin exercised stock options for 4,302 shares of common stock at strike prices of $7.14 and $9.08 per share, then sold 4,302 shares in open-market transactions on June 17, 2026 at weighted average prices around $110–$112 per share. The filing shows these trades were carried out under a pre-arranged Rule 10b5-1 trading plan adopted on August 19, 2025. Following the sales, she holds 0 shares of Palvella common stock directly, and no remaining option positions are listed in this filing.

Insights

Insider trading and governance analyst

COO fully exits direct share position via pre-set 10b5-1 plan.

Palvella Therapeutics’ COO, Kathleen Goin, exercised options for 4,302 shares of common stock at strike prices of $7.14 and $9.08 per share, then sold all 4,302 shares in open-market transactions on June 17, 2026. This is a classic exercise-and-sell pattern.

The filing notes these trades were executed under a Rule 10b5-1 trading plan adopted on August 19, 2025, at a time when she was not in possession of material non-public information and consistent with the company’s insider trading policy. Such pre-planned programs are generally used for diversification and tax or liquidity planning.

After the transactions, Goin reports owning 0 shares of common stock directly, and no remaining derivative positions appear in this filing. The economic impact for her is notable because it eliminates her direct equity stake, although the 10b5-1 framework suggests the timing was pre-scheduled rather than opportunistic.

Insider Trade Summary 10b5-1

Net Seller: 4,302 shares ($476,373)

Net Sell 7 txns

Insider Goin Kathleen

Role Chief Operating Officer

Sold 4,302 shs ($476K)

Type	Security	Shares	Price	Value
Exercise	Stock Option (Right to Buy)	2,154	$0.00	--
Exercise	Stock Option (Right to Buy)	2,148	$0.00	--
Exercise	Common Stock	2,154	$7.14	$15K
Exercise	Common Stock	2,148	$9.08	$20K
Sale	Common Stock	2,390	$110.2594	$264K
Sale	Common Stock	1,887	$111.3128	$210K
Sale	Common Stock	25	$112.23	$3K

Holdings After Transaction: Stock Option (Right to Buy) — 8,627 shares (Direct, null); Common Stock — 2,154 shares (Direct, null)

Footnotes (1)

1. The transactions reported by the Reporting Person were effected pursuant to a Rule 10b5-1 trading plan adopted on August 19, 2025. The plan was adopted during an open trading window, at a time when the Reporting Person was not in possession of material non-public information and was reviewed and approved in accordance with the Issuer's Insider Trading Policy. The Issuer's officers and directors from time to time utilize trading plans to transact in its securities for reasons such as satisfying vesting-related income tax requirements, investment diversification, or other personal reasons. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $110.055 to $110.97, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price at which the transactions were effected. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $111.08 to $111.82, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price at which the transactions were effected. The stock option is fully vested.

Key Figures

Shares sold: 4,302 shares Shares exercised: 4,302 shares Sale prices: $110.2594, $111.3128, $112.23 per share +3 more

6 metrics

Shares sold 4,302 shares Open-market common stock sales on June 17, 2026

Shares exercised 4,302 shares Common stock acquired via option exercises on June 17, 2026

Sale prices $110.2594, $111.3128, $112.23 per share Weighted average prices for three sale tranches

Strike price 1 $7.14 per share Option exercise price for 2,154 underlying shares

Strike price 2 $9.08 per share Option exercise price for 2,148 underlying shares

Post-trade holdings 0 shares Common stock directly owned after June 17, 2026 transactions

Key Terms

Rule 10b5-1 trading plan, material non-public information, weighted average price, stock option

4 terms

Rule 10b5-1 trading plan regulatory

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

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

material non-public information regulatory

"at a time when the Reporting Person was not in possession of material non-public information and was reviewed and approved"

Material non-public information is important news about a company that hasn't been shared with the public yet, like a secret that could affect its stock price. Using this inside information to buy or sell stocks is unfair and illegal because it gives someone an unfair advantage over others who don’t have the same info.

weighted average price financial

"The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions"

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

stock option financial

"The stock option is fully vested."

A stock option is a contract that gives you the right to buy or sell a company's stock at a specific price within a certain time frame. People use them to potentially make money if the stock's price moves favorably or to protect against losses. It's like holding a coupon that can be used to buy or sell stock at a set price later on.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/22/2026 - 05:06 PM Accepted by SEC EDGAR 06/22/2026 - 05:06 PM 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).

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 PENNSYLVANIA 19087

(City) (State) (Zip)

UNITED STATES

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/17/2026

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	06/17/2026		M(1)		2,154	A	$7.14	2,154	D
Common Stock	06/17/2026		M(1)		2,148	A	$9.08	4,302	D
Common Stock	06/17/2026		S(1)		2,390	D	$110.2594(2)	1,912	D
Common Stock	06/17/2026		S(1)		1,887	D	$111.3128(3)	25	D
Common Stock	06/17/2026		S(1)		25	D	$112.23	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	06/17/2026		M(1)			2,154	(4)	10/29/2029	Common Stock	2,154	$0	8,627	D
Stock Option (Right to Buy)	$9.08	06/17/2026		M(1)			2,148	(4)	10/14/2030	Common Stock	2,148	$0	8,592	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. The plan was adopted during an open trading window, at a time when the Reporting Person was not in possession of material non-public information and was reviewed and approved in accordance with the Issuer's Insider Trading Policy. The Issuer's officers and directors from time to time utilize trading plans to transact in its securities for reasons such as satisfying vesting-related income tax requirements, investment diversification, or other personal reasons.

2. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $110.055 to $110.97, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price at which the transactions were effected.

3. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $111.08 to $111.82, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price at which the transactions were effected.

4. The stock option is fully vested.

	/s/ Kathleen A. McGowan, Attorney-in-Fact	06/22/2026
	** 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)

FAQ

What insider transactions did Palvella Therapeutics (PVLA) COO report on June 17, 2026?

Palvella Therapeutics COO Kathleen Goin exercised options for 4,302 common shares, then sold 4,302 shares in open‑market transactions on June 17, 2026. The sales occurred at weighted average prices slightly above $110 per share, fully offsetting the exercised amount.

At what prices did the Palvella (PVLA) COO sell her shares?

The COO sold shares at weighted average prices of $110.2594, $111.3128 and $112.23 per share. Footnotes state individual trades occurred within ranges from about $110.055 to $111.82, and she has offered to provide full price breakdowns upon request.

How many Palvella Therapeutics (PVLA) options did the COO exercise and at what strike prices?

She exercised options covering 4,302 shares of common stock in total. These consisted of 2,154 shares at a $7.14 strike price and 2,148 shares at a $9.08 strike price, converting previously granted stock options into common shares before immediately selling them.

Does the Palvella (PVLA) COO still hold any common stock after these transactions?

After the June 17, 2026 trades, the COO reports owning 0 shares of Palvella common stock directly. The Form 4’s post‑transaction holdings column shows zero remaining common shares, indicating her direct equity position was fully sold in these transactions.

Were the Palvella Therapeutics (PVLA) COO’s trades made under a Rule 10b5-1 plan?

Yes. A footnote explains the transactions were effected under a Rule 10b5-1 trading plan adopted on August 19, 2025. It notes the plan was approved under the insider trading policy and adopted when she did not possess material non‑public information.

Does the Form 4 show any remaining Palvella (PVLA) stock options for the COO?

The filing shows option exercises for 2,148 and 2,154 shares tied to options expiring in 2029 and 2030. However, the derivative position summary is empty, indicating no remaining derivative holdings are reported after these exercises within this specific Form 4.