Rockwell Medical awards 85,000 performance stock units

Chole Timothy reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Chole Timothy reported acquisition or exercise transactions in this Form 4 filing.

ROCKWELL MEDICAL, INC. reported that SVP and Chief Commercial Officer Timothy Chole received a grant of 85,000 performance-based restricted stock units on May 20, 2025. Each unit relates to one share of common stock and was awarded at no cash cost.

The PSUs have a three-year term ending on the third anniversary of the grant date, with an expiration date of May 20, 2028. They vest on or after the first anniversary only if a stock-price performance hurdle is achieved.

The performance hurdle is met if the average closing price of Rockwell Medical’s common stock over any 60 consecutive trading days during the three-year performance period equals two times the base price. The base price for this award is $2.14, calculated from the average closing price over the ten trading days before the grant.

Insider Trade Summary

Grant/Award: 85,000 shares

Grant/Award 1 txn

Insider Chole Timothy

Role SVP, Chief Commercial Officer

Type	Security	Shares	Price	Value
Grant/Award	Performance-based restricted stock units	85,000	$0.00	$0.00

Holdings After Transaction: Performance-based restricted stock units — 85,000 contracts (Direct)

Footnotes (1)

1. F1. These are performance-based restricted stock units ("PSU") with terms as follows. The term of each PSU award runs from the grant date through the third anniversary of the grant date. Any unvested PSUs remaining after the third anniversary will be cancelled. The performance period for the award is the same three-year period. PSUs will vest on or after the first anniversary of the grant date only if the stock price meets the performance hurdle. The performance hurdle is met if the average closing price of the Company's common stock over any 60 consecutive trading days during the performance period equals two times the base price. The base price was calculated as the average closing price over the ten trading days ending on the trading day prior to the grant date and is $2.14 for this award.

Key Figures

PSUs granted: 85,000 units Base price: $2.14 Performance period length: 3 years +3 more

6 metrics

PSUs granted 85,000 units Performance-based RSUs granted May 20, 2025

Base price $2.14 Average closing price over 10 trading days before grant

Performance period length 3 years From grant date to third anniversary for PSU vesting

Hurdle multiple 2x base price Average closing price must reach twice $2.14

Measurement window 60 consecutive trading days Average closing price test for performance hurdle

Expiration date May 20, 2028 Unvested PSUs cancelled after this date

Key Terms

Performance-based restricted stock units, performance hurdle, base price, average closing price, +1 more

5 terms

Performance-based restricted stock units financial

"These are performance-based restricted stock units ("PSU") with terms as follows."

Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.

performance hurdle financial

"PSUs will vest on or after the first anniversary of the grant date only if the stock price meets the performance hurdle."

base price financial

"The performance hurdle is met if the average closing price ... equals two times the base price."

average closing price financial

"The performance hurdle is met if the average closing price of the Company's common stock over any 60 consecutive trading days..."

The average closing price is the arithmetic mean of a security’s end-of-day prices over a chosen period, found by adding each day’s closing price and dividing by the number of days. It smooths out daily ups and downs to show a typical market value—like averaging daily temperatures to understand a month’s climate—and helps investors spot trends, judge whether a stock is generally rising or falling, and make clearer buy or sell decisions.

trading days financial

"over any 60 consecutive trading days during the performance period equals two times the base price."

Trading days are the specific days when a stock exchange is open and buying and selling of securities can occur, excluding weekends and exchange-declared holidays. Investors use trading days to measure performance, calculate settlement deadlines and time-sensitive events—think of them as the business hours calendar for markets, where returns, volumes and deadlines are counted only on days the market is operating.

FAQ

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

What insider transaction did Rockwell Medical (RMTI) disclose for Timothy Chole?

Rockwell Medical disclosed that SVP and Chief Commercial Officer Timothy Chole received 85,000 performance-based restricted stock units on May 20, 2025. These stock units were granted at no cash cost and each unit corresponds to one share of Rockwell Medical common stock.

How many performance stock units did RMTI grant to its Chief Commercial Officer?

Rockwell Medical granted 85,000 performance-based restricted stock units to its SVP, Chief Commercial Officer. Each unit represents the right to receive one share of common stock, subject to meeting specific stock-price performance conditions over a defined three-year period after the grant.

What is the vesting schedule for the Rockwell Medical (RMTI) performance-based RSUs?

The performance-based restricted stock units vest on or after the first anniversary of the May 20, 2025 grant date. Vesting occurs only if a stock-price performance hurdle is achieved during the three-year performance period that runs through the third anniversary of the grant.

What stock-price hurdle must be met for RMTI’s performance RSUs to vest?

The units vest only if the average closing price of Rockwell Medical’s common stock over any 60 consecutive trading days during the three-year performance period equals two times the base price. This price-based condition directly links vesting to sustained share price performance.

How was the base price determined for Rockwell Medical’s PSU grant to Timothy Chole?

The base price for this performance-based restricted stock unit award was set at $2.14. It was calculated as the average closing price of Rockwell Medical’s common stock over the ten trading days ending on the trading day immediately before the May 20, 2025 grant date.

When do the newly granted Rockwell Medical (RMTI) PSUs expire if unvested?

Any unvested performance-based restricted stock units will be cancelled after the third anniversary of the May 20, 2025 grant date. The filing states that the term of each PSU award runs through this three-year period, which ends on May 20, 2028.

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

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Accepted by SEC EDGAR 04/17/2026 - 06:50 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).

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^*

Chole Timothy

(Last) (First) (Middle)

C/O ROCKWELL MEDICAL, INC.

30142 WIXOM ROAD

(Street)

WIXOM MICHIGAN 48393

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
ROCKWELL MEDICAL, INC. [ RMTI ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, Chief Commercial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/20/2025

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)
05/21/2025

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

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
Performance-based restricted stock units	(1)	05/20/2025		A(1)		85,000		(1)	05/20/2028	Common Stock	85,000	$0	85,000	D

Explanation of Responses:

1. These are performance-based restricted stock units ("PSU") with terms as follows. The term of each PSU award runs from the grant date through the third anniversary of the grant date. Any unvested PSUs remaining after the third anniversary will be cancelled. The performance period for the award is the same three-year period. PSUs will vest on or after the first anniversary of the grant date only if the stock price meets the performance hurdle. The performance hurdle is met if the average closing price of the Company's common stock over any 60 consecutive trading days during the performance period equals two times the base price. The base price was calculated as the average closing price over the ten trading days ending on the trading day prior to the grant date and is $2.14 for this award.

Remarks:

This award was inadvertently omitted from the original Form 4.

	/s/ Megan Timmins, Attorney-in-Fact for Timothy Chole	04/17/2026
	** 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)