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  4. [Form 4] REGIONAL HEALTH PROPERTIES, INC Insider Trading Activity

Regional Health (RHEP) CFO granted 35,000 RSUs and options at $1.29

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

Rhea-AI Filing Summary

Regional Health Properties, Inc. reported that Chief Financial Officer Marlie Davis received equity compensation on common stock. Davis was granted 35,000 restricted stock units and a separate stock option for 35,000 shares with a $1.29 exercise price under the company’s Amended and Restated 2023 Omnibus Incentive Compensation Plan.

The restricted stock units and options each vest over three years in equal annual installments of 11,667 shares on May 5, 2027, 11,667 shares on May 5, 2028, and 11,666 shares on May 5, 2029. Following these awards, Davis directly holds 35,000 shares of common stock reported in this filing.

Positive

  • None.

Negative

  • None.
Insider Davis Marlie
Role Chief Financial Officer
Type Security Shares Price Value
Grant/Award Employee Stock Option(right to buy) 35,000 $0.00 --
Grant/Award Common Stock 35,000 $0.00 --
Holdings After Transaction: Employee Stock Option(right to buy) — 35,000 shares (Direct, null); Common Stock — 35,000 shares (Direct, null)
Footnotes (1)
  1. Restricted stock unit grant pursuant to the Regional Health Properties, Inc.'s Amended and Restated 2023 Omnibus Incentive Compensation Plan. The restricted stock unit will vest over a three-year period on the following schedule: (i) 11,667 shares on May 5, 2027, (ii) 11,667 shares on May 5, 2028, and (iii) 11,666 shares on May 5, 2029. Employee stock option grant pursuant to the Regional Health Properties, Inc.'s Amended and Restated 2023 Omnibus Incentive Compensation Plan. Based on the average of the high/low of Regional Health Properties, Inc. common stock on the OTC market on May 5, 2026. The stock options will vest over a three-year period on the following schedule: (i) 11,667 shares on May 5, 2027, (ii) 11,667 shares on May 5, 2028, and (iii) 11,666 shares on May 5, 2029.
RSU grant 35,000 units Restricted stock units granted to CFO on May 5, 2026
Option grant 35,000 options Employee stock option covering 35,000 shares
Option exercise price $1.29 per share Based on average high/low OTC price on May 5, 2026
Option expiration May 5, 2036 Expiration date of employee stock option grant
Common shares held 35,000 shares Total common stock directly owned after transaction
First vesting tranche 11,667 units RSUs and options vesting on May 5, 2027
Restricted stock unit financial
"Restricted stock unit grant pursuant to the Regional Health Properties, Inc.'s Amended and Restated 2023 Omnibus Incentive Compensation Plan."
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
Employee stock option financial
"Employee stock option(right to buy) with a conversion or exercise price of 1.2900."
An employee stock option is a promise that lets a worker buy company shares later at a predetermined price, often after they stay for a certain period or meet performance goals — think of it like a coupon that locks in today's price for a future purchase. It matters to investors because options align employees’ incentives with company performance, can increase the number of shares outstanding (dilution) when exercised, and represent a compensation cost that affects reported profits and shareholder value.
Amended and Restated 2023 Omnibus Incentive Compensation Plan financial
"grant pursuant to the Regional Health Properties, Inc.'s Amended and Restated 2023 Omnibus Incentive Compensation Plan."
exercise price financial
"Based on the average of the high/low of Regional Health Properties, Inc. common stock on the OTC market on May 5, 2026."
The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.
vesting financial
"The restricted stock unit will vest over a three-year period on the following schedule."
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.
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Davis Marlie
(Last)(First)(Middle)
C/O REGIONAL HEALTH PROPERTIES, INC
1050 CROWN POINTE PARKWAY SUITE 720
(Street)
ATLANTA GEORGIA 30338
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
REGIONAL HEALTH PROPERTIES, INC [ RHEP ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/05/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock05/05/2026A35,000(1)(2)A$0.035,000D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Employee Stock Option(right to buy)(3)$1.29(4)05/05/2026A35,000 (5)05/05/2036Common Stock35,000$035,000D
Explanation of Responses:
1. Restricted stock unit grant pursuant to the Regional Health Properties, Inc.'s Amended and Restated 2023 Omnibus Incentive Compensation Plan.
2. The restricted stock unit will vest over a three-year period on the following schedule: (i) 11,667 shares on May 5, 2027, (ii) 11,667 shares on May 5, 2028, and (iii) 11,666 shares on May 5, 2029.
3. Employee stock option grant pursuant to the Regional Health Properties, Inc.'s Amended and Restated 2023 Omnibus Incentive Compensation Plan.
4. Based on the average of the high/low of Regional Health Properties, Inc. common stock on the OTC market on May 5, 2026.
5. The stock options will vest over a three-year period on the following schedule: (i) 11,667 shares on May 5, 2027, (ii) 11,667 shares on May 5, 2028, and (iii) 11,666 shares on May 5, 2029.
/s/ Brent Morrison, as Attorney-in-Fact05/05/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did RHEP’s CFO report on this Form 4?

The filing shows CFO Marlie Davis received equity awards, not open-market trades. Davis was granted 35,000 restricted stock units and an option for 35,000 shares of common stock as part of compensation on May 5, 2026.

How many RHEP shares does CFO Marlie Davis hold after this transaction?

After the reported grant, CFO Marlie Davis directly holds 35,000 shares of Regional Health Properties common stock. This figure reflects the non-derivative common stock ownership reported as of the transaction date in the Form 4 filing.

What are the terms of the RHEP stock options granted to the CFO?

Davis received an employee stock option covering 35,000 shares of common stock with a $1.29 exercise price. The option expires on May 5, 2036 and vests in three annual tranches starting May 5, 2027.

How do the restricted stock units for RHEP’s CFO vest over time?

The 35,000 restricted stock units vest over three years: 11,667 units on May 5, 2027, 11,667 units on May 5, 2028, and 11,666 units on May 5, 2029, subject to the terms of the company’s incentive plan.

Were the RHEP equity awards to the CFO tied to a specific compensation plan?

Yes. Both the restricted stock unit grant and the employee stock option grant were made under Regional Health Properties, Inc.’s Amended and Restated 2023 Omnibus Incentive Compensation Plan, as disclosed in the Form 4 footnotes.

How was the $1.29 exercise price for RHEP’s CFO stock options determined?

The $1.29 exercise price for the CFO’s stock options was based on the average of the high and low trading prices of Regional Health Properties common stock on the OTC market on May 5, 2026, according to the footnotes.