TELA Bio (NASDAQ: TELA) CTO granted RSUs, options and withholds shares

Rhea-AI Filing Summary

TELA Bio, Inc. reported several equity transactions by Chief Technology Officer Paul Talmo. On February 20, 2026, he received awards of 57,000 shares of common stock and 85,000 stock options, each at a grant price of $0.00 per share.

The stock award consists of restricted stock units that vest in four equal annual installments beginning on February 20, 2027, subject to continuous service. The option vests 25% on February 20, 2027, with the remaining 75% vesting in equal monthly installments over the following 36 months.

On February 21 and 23, 2026, the company withheld 3,385 and 4,061 shares of common stock, respectively, at prices of $0.7174 and $0.766 per share to cover tax liabilities upon RSU vesting. After these transactions, Talmo directly held 173,436 shares of common stock and 85,000 stock options.

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

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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^*

Talmo Paul

(Last) (First) (Middle)

C/O TELA BIO, INC.

1 GREAT VALLEY PARKWAY, SUITE 24

(Street)

MALVERN PA 19355

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TELA Bio, Inc. [ TELA ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

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	02/20/2026		A		57,000(1)	A	$0	180,882	D
Common Stock	02/21/2026		F		3,385(2)	D	$0.7174	177,497	D
Common Stock	02/23/2026		F		4,061(2)	D	$0.766	173,436	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 (Right to Buy)	$0.717	02/20/2026		A		85,000		(3)	02/20/2036	Common Stock	85,000	$0	85,000	D

Explanation of Responses:

1. These restricted stock units ("RSUs") will vest in four equal annual installments beginning on February 20, 2027, subject to the Reporting Person's continuous service through the applicable vesting dates.

2. Shares withheld by the Issuer to satisfy applicable withholding taxes upon vesting of RSUs.

3. The option vests 25% on February 20, 2027, with the remaining 75% vesting in equal monthly installments on the last day of each of the 36 calendar months immediately following such date, subject to the Reporting Person's continued service through the applicable vesting dates.

	/s/ Megan Smeykal, Attorney-in-Fact	02/24/2026
	** 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 equity awards did TELA (TELA) grant to its CTO Paul Talmo?

TELA granted Paul Talmo 57,000 shares of common stock and 85,000 stock options on February 20, 2026. The stock award is in the form of RSUs, and both awards vest over multiple years, conditioned on his continued service.

How do Paul Talmo’s new TELA (TELA) RSUs vest over time?

The 57,000 restricted stock units granted to Paul Talmo vest in four equal annual installments starting February 20, 2027. Each installment requires his continuous service through the applicable vesting date, creating a multi-year retention structure.

What is the vesting schedule for Paul Talmo’s TELA (TELA) stock options?

Talmo’s 85,000 stock options vest 25% on February 20, 2027. The remaining 75% vests in equal monthly installments over the next 36 months, contingent on his continued service with TELA Bio, Inc. throughout the vesting period.

Why did TELA (TELA) withhold shares from Paul Talmo on February 21 and 23, 2026?

TELA withheld 3,385 and 4,061 shares of common stock from Paul Talmo on those dates to satisfy applicable withholding taxes. These withholdings occurred in connection with the vesting of restricted stock units previously granted to him.

How many TELA (TELA) shares does Paul Talmo hold after these transactions?

After the reported transactions, Paul Talmo directly holds 173,436 shares of TELA Bio common stock. He also directly holds 85,000 stock options, which vest over time according to the specified vesting schedule tied to his continued service.

Were Paul Talmo’s recent TELA (TELA) share transactions open-market sales?

The reported dispositions were not open-market sales. They were coded as tax-withholding transactions, where TELA withheld shares from vesting RSUs to cover tax liabilities, rather than Talmo selling shares on the market.