Sanara MedTech (SMTI) COO has shares withheld to cover taxes

Rhea-AI Filing Summary

Sanara MedTech Inc.’s Chief Operating Officer Jacob A. Waldrop reported an automatic share withholding related to equity compensation. On the transaction date, 714 shares of common stock were withheld by the company at $19.90 per share to cover tax obligations from the annual vesting of 2,930 restricted stock shares previously granted to him. The filing states that no shares were issued or sold in the open market as part of this tax-withholding disposition, and Waldrop’s direct holdings after the transaction total 10,799 common shares.

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^*

Waldrop Jacob A.

(Last) (First) (Middle)

1200 SUMMIT AVE

SUITE 414

(Street)

FORT WORTH TX 76102

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Sanara MedTech Inc. [ SMTI ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/25/2026

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	02/25/2026		F		714(1)	D	$19.9(1)	10,799	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 shares of common stock of Sanara MedTech Inc. (the "Issuer") withheld by the Issuer to satisfy tax withholding obligations in connection with the annual vesting of 2,930 shares of restricted stock previously granted to the reporting person. No shares were issued or sold in this transaction. The per-share value assigned to the shares withheld reflects the price per share on the date on which the shares vested as reported on the Nasdaq Capital Market.

	/s/ Jacob A. Waldrop	02/26/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Sanara MedTech (SMTI) report for Jacob A. Waldrop?

Sanara MedTech reported an automatic tax-withholding disposition for COO Jacob A. Waldrop. The company withheld 714 common shares to satisfy tax obligations arising from the vesting of 2,930 previously granted restricted stock shares, rather than an open-market sale or purchase.

How many Sanara MedTech (SMTI) shares were withheld for taxes in this Form 4?

The Form 4 shows 714 Sanara MedTech common shares were withheld to cover tax liabilities. These shares relate to the annual vesting of 2,930 restricted stock shares granted earlier to Jacob A. Waldrop, according to the footnote in the filing.

Was there an open-market sale in Jacob A. Waldrop’s Sanara MedTech (SMTI) Form 4?

No, the Form 4 specifies there was no open-market sale. Shares were withheld by Sanara MedTech to satisfy tax withholding obligations tied to the vesting of restricted stock, and the transaction is classified as a tax-withholding disposition rather than a voluntary sale.

What price per share was used for the Sanara MedTech (SMTI) tax withholding?

The withheld Sanara MedTech shares were valued at $19.90 per share. The filing explains this value reflects the Nasdaq Capital Market price on the vesting date of the restricted stock, and it was used solely to determine the number of shares needed for tax withholding.

How many Sanara MedTech (SMTI) shares does Jacob A. Waldrop own after this transaction?

After the tax-withholding disposition, Jacob A. Waldrop directly holds 10,799 Sanara MedTech common shares. This total reflects his position following the company’s withholding of 714 shares to cover taxes on the vesting of 2,930 restricted stock shares.

What triggered the tax-withholding disposition in the Sanara MedTech (SMTI) Form 4?

The disposition was triggered by the annual vesting of 2,930 restricted stock shares previously granted to Jacob A. Waldrop. To meet related tax withholding obligations, Sanara MedTech withheld 714 common shares instead of requiring a separate cash payment, as noted in the filing footnote.