Director exercises 45,606 options in Shoulder Innovations (SI)

Rhea-AI Filing Summary

Shoulder Innovations director Paul Buckman exercised stock options to acquire 45,606 shares of Common Stock on March 13, 2026. He exercised 19,401 options at $2.4804 per share and 26,205 options at $2.0988 per share. To cover tax obligations, 7,006 shares were withheld in transactions priced at $14.62 and $14.82 per share. After these compensation-related transactions, Buckman directly holds 58,704 shares of Shoulder Innovations common stock.

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^*

BUCKMAN PAUL

(Last) (First) (Middle)

C/O SHOULDER INNOVATIONS, INC.

1535 STEELE AVENUE SW, SUITE B

(Street)

GRAND RAPIDS MI 49507

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SHOULDER INNOVATIONS, INC. [ SI ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/13/2026

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	03/13/2026		M		19,401	A	$2.4804	39,505(1)	D
Common Stock	03/13/2026		M		26,205	A	$2.0988	65,710	D
Common Stock	03/13/2026		F		3,292	D	$14.62	62,418	D
Common Stock	03/13/2026		F		3,714	D	$14.82	58,704	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	$2.4804	03/13/2026		M			19,401	(2)	05/17/2033	Common Stock	19,401	$0	1,142	D
Stock Option	$2.0988	03/13/2026		M			26,205	(3)	12/16/2030	Common Stock	26,205	$0	0	D

Explanation of Responses:

1. Includes the following shares received without consideration as in-kind distributions: (i) 3,144 shares from cultivate(MD) Capital Accelerator Fund, L.P.; and (ii) 3,096 shares from Cultivate MD Capital Fund II, LP. In prior reports, the reporting person reported beneficial ownership of 13,864 shares of Shoulder Innovations common stock held directly.

2. The stock option vests in 36 equal monthly increments beginning on June 30, 2023.

3. The stock option is fully vested and currently exercisable.

Remarks:

	/s/ Jeffrey Points, as Attorney-in-Fact	03/17/2026
	** 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.

FAQ

What did Shoulder Innovations (SI) director Paul Buckman report in this Form 4?

Paul Buckman reported exercising stock options for 45,606 shares of Shoulder Innovations common stock. The filing also shows shares withheld to satisfy tax obligations, resulting in a final direct holding of 58,704 shares after all transactions on March 13, 2026.

How many Shoulder Innovations (SI) options did Paul Buckman exercise and at what prices?

Paul Buckman exercised 19,401 stock options at $2.4804 per share and 26,205 stock options at $2.0988 per share. These option exercises converted derivative positions into 45,606 shares of Shoulder Innovations common stock as compensation-related transactions, not open-market purchases.

Were any of Paul Buckman’s Shoulder Innovations (SI) shares sold in the market?

The Form 4 shows no open-market sales by Paul Buckman. Instead, 7,006 shares of common stock were disposed of under Code F transactions, meaning they were withheld by the issuer at prices of $14.62 and $14.82 per share to cover tax liabilities.

How many Shoulder Innovations (SI) shares does Paul Buckman own after these transactions?

After exercising options and related tax-withholding dispositions, Paul Buckman directly owns 58,704 shares of Shoulder Innovations common stock. This post-transaction balance reflects the net result of acquiring 45,606 shares through option exercises and 7,006 shares withheld for taxes.

What is the nature of the tax-withholding transactions in Paul Buckman’s Shoulder Innovations (SI) filing?

The tax-withholding entries, coded F, represent 7,006 shares delivered to the issuer to satisfy exercise-related tax obligations. These are not market sales but administrative dispositions, priced at $14.62 and $14.82 per share, linked to the option exercises on March 13, 2026.