Rafael Holdings CFO has 4,245 shares withheld for tax

His reported post-transaction position comprised 189,089 directly held shares and 103,750 unvested restricted shares.

Rhea-AI Filing Summary

Rafael Holdings, Inc. (RFL) Chief Financial Officer David Polinsky had 4,245 Class B common shares withheld by the issuer for tax purposes upon restricted stock vesting on October 25, 2026. After the transaction, he reported 292,839 shares, consisting of 189,089 shares held directly and 103,750 unvested restricted shares.

Insider Trade Summary

Tax Withholding: 4,245 shares

Tax Withholding 1 txn

Insider Polinsky David

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Tax Withholding	Class B Common Stock, par value $.01 per share F1, F2	4,245	$1.273	$5K

Holdings After Transaction: Class B Common Stock, par value $.01 per share — 292,839 shares (Direct)

Footnotes (2)

1. F1. Represents shares withheld by the Issuer for tax purposes upon the vesting of Restricted Stock.
2. F2. Consists of 189,089 shares held directly and 103,750 unvested restricted shares that vest as follows: 6,250 on December 21, 2026; 10,000 on October 25, 2027; 25,000 on each of January 13, 2027, January 13, 2028 and January 13, 2029; and 12,500 on January 13, 2030.

Key Figures

Shares withheld for tax purposes: 4,245 shares Reported post-transaction shares: 292,839 shares Shares held directly: 189,089 shares +2 more

5 metrics

Shares withheld for tax purposes 4,245 shares Upon restricted stock vesting on October 25, 2026

Reported post-transaction shares 292,839 shares After the October 25, 2026 transaction

Shares held directly 189,089 shares Included in the reported post-transaction position

Unvested restricted shares 103,750 shares Included in the reported post-transaction position

Reported per-share price $1.273 per share October 25, 2026 tax-withholding transaction

Key Terms

Restricted Stock, vesting, unvested restricted shares

3 terms

Restricted Stock financial

"upon the vesting of Restricted Stock"

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

vesting financial

"upon the vesting of Restricted Stock"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

unvested restricted shares financial

"103,750 unvested restricted shares"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many RFL shares did David Polinsky have withheld?

David Polinsky had 4,245 shares of Rafael Holdings' Class B common stock withheld by the issuer for tax purposes upon restricted stock vesting on October 25, 2026.

How do David Polinsky's unvested RFL restricted shares vest?

His 103,750 unvested restricted shares vest in tranches: 6,250 on December 21, 2026; 25,000 on January 13, 2027, January 13, 2028, and January 13, 2029; 10,000 on October 25, 2027; and 12,500 on January 13, 2030.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 10/27/2026 - 04:51 PM EDT Accepted by SEC EDGAR 10/27/2026 - 04:50 PM EDT 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).

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^*

Polinsky David

(Last) (First) (Middle)

C/O RAFAEL HOLDINGS, INC.

520 BROAD ST

(Street)

NEWARK NEW JERSEY 07102

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Rafael Holdings, Inc. [ RFL ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/25/2026

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
Class B Common Stock, par value $.01 per share	10/25/2026		F		4,245(1)	D	$1.273	292,839(2)	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. Represents shares withheld by the Issuer for tax purposes upon the vesting of Restricted Stock.

2. Consists of 189,089 shares held directly and 103,750 unvested restricted shares that vest as follows: 6,250 on December 21, 2026; 10,000 on October 25, 2027; 25,000 on each of January 13, 2027, January 13, 2028 and January 13, 2029; and 12,500 on January 13, 2030.

	Joyce J. Mason, by Power of Attorney	10/27/2026
	** 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)