Smith Micro Software (SMSI) CEO’s trust acquires 1.48M share warrant stake

Rhea-AI Filing Summary

Smith Micro Software’s Form 4 shows that Smith Living Trust, a trust associated with President and CEO William W. Smith Jr., acquired a common stock purchase warrant from the company. The warrant covers 1,480,165 shares of common stock at an exercise price of $0.68 per share.

The warrant becomes exercisable on 08/03/2026 and expires on 08/03/2031. It was purchased together with a promissory note for aggregate consideration of approximately $1,000,000. The warrant is reported as indirectly owned through the Smith Living Trust, where Smith serves as co‑trustee.

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^*

SMITH WILLIAM W JR

(Last) (First) (Middle)

5800 CORPORATE DRIVE

(Street)

PITTSBURGH PA 15237

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SMITH MICRO SOFTWARE, INC. [ SMSI ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/03/2026

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

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
Common stock purchase warrant	$0.68	02/03/2026		A		1,480,165		08/03/2026	08/03/2031	Common stock	1,480,165	(1)	1,480,165	I	Smith Living Trust

Explanation of Responses:

1. The common stock purchase warrant was purchased from the issuer by Smith Living Trust (for which William W. Smith, Jr. serves as co-trustee) together with a promissory note in exchange for aggregate consideration of approximately $1,000,000.

	/s/ Jennifer M. Reinke as attorney-in-fact for William W. Smith, Jr.	02/05/2026
	** 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 SMSI report for February 3, 2026?

Smith Micro Software reported that Smith Living Trust acquired a common stock purchase warrant on February 3, 2026. The warrant allows purchase of 1,480,165 SMSI common shares at $0.68 per share, reflecting an indirect insider-related position via President and CEO William W. Smith Jr.

How many SMSI shares are covered by the new warrant in the Form 4?

The reported warrant covers 1,480,165 shares of Smith Micro Software common stock. These shares are underlying a single common stock purchase warrant held indirectly through Smith Living Trust, as disclosed in the Form 4 insider transaction filed for William W. Smith Jr.

What is the exercise price and term of the SMSI warrant acquired by Smith Living Trust?

The warrant has an exercise price of $0.68 per SMSI share. It becomes exercisable on August 3, 2026 and expires on August 3, 2031, giving the trust a defined five-year exercise window once it becomes exercisable.

What consideration was paid for the SMSI warrant reported in this Form 4?

The warrant was purchased for aggregate consideration of approximately $1,000,000. According to the disclosure, Smith Living Trust acquired the warrant from Smith Micro Software together with a promissory note, indicating structured payment terms for the insider-related transaction.

Is the SMSI warrant held directly by William W. Smith Jr. or through an entity?

The warrant is held indirectly through Smith Living Trust, not directly by William W. Smith Jr. The filing notes that Smith serves as co-trustee of the trust, and the ownership of the derivative security is reported as indirect with nature of ownership listed as Smith Living Trust.

What role does William W. Smith Jr. hold at Smith Micro Software in this filing?

William W. Smith Jr. is identified as President, CEO, director, and a 10% owner of Smith Micro Software. His association is important because the warrant transaction is reported as an insider transaction, with the security held indirectly through Smith Living Trust where he serves as co-trustee.