Rocky Mountain Chocolate Factory (RMCF) CFO receives 54,263-share equity grant

Rhea-AI Filing Summary

Rocky Mountain Chocolate Factory CFO Carrie E. Cass received an executive compensation grant of 54,263 shares of common stock, as approved by the Board of Directors. The grant carried a reported price of $0.00 per share, indicating it was an equity award rather than an open-market purchase.

Following this stock grant, Cass directly owned 124,263 shares of common stock. This filing records an acquisition of shares through a grant/award instead of a buy or sell transaction.

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).

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^*

Cass Carrie E

(Last) (First) (Middle)

265 TURNER DRIVE

(Street)

DURANGO CO 81303

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Rocky Mountain Chocolate Factory, Inc. [ RMCF ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/05/2026

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	03/05/2026		A(1)		54,263	A	$0	124,263	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 an executive compensation common stock grant as approved by the Board of Directors.

	/s/ Carrie E Cass	03/05/2026
	** 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.

FAQ

What insider transaction did Rocky Mountain Chocolate Factory (RMCF) report for CFO Carrie E. Cass?

Rocky Mountain Chocolate Factory reported that CFO Carrie E. Cass received a grant of 54,263 shares of common stock. This was an executive compensation award approved by the Board of Directors, rather than an open-market purchase or sale of shares.

How many Rocky Mountain Chocolate Factory (RMCF) shares were granted to the CFO?

CFO Carrie E. Cass was granted 54,263 shares of Rocky Mountain Chocolate Factory common stock. The Form 4 identifies this as an executive compensation stock grant approved by the Board of Directors, with no cash purchase price associated with the award.

What is the total Rocky Mountain Chocolate Factory (RMCF) share ownership of the CFO after the grant?

After receiving the 54,263-share grant, CFO Carrie E. Cass directly owned 124,263 shares of Rocky Mountain Chocolate Factory common stock. This total reflects her holdings immediately following the reported executive compensation equity award transaction.

Was cash paid for the Rocky Mountain Chocolate Factory (RMCF) shares granted to the CFO?

No cash was paid for these shares. The Form 4 shows a transaction price of $0.00 per share, indicating the 54,263 shares were issued as an executive compensation grant approved by the Board of Directors, not purchased on the open market.

How is the Form 4 transaction for Rocky Mountain Chocolate Factory (RMCF) classified?

The transaction is classified as a grant or award acquisition of common stock. The Form 4 uses transaction code “A” and describes it as an executive compensation common stock grant for CFO Carrie E. Cass, rather than a conventional buy or sell trade.