Talphera Inc SEC Filings

Talphera, Inc. (TLPH) filed a Form S-8 registering 1,400,000 additional shares of common stock for its Amended and Restated 2020 Equity Incentive Plan and 100,000 additional shares for its Amended and Restated 2011 Employee Stock Purchase Plan. The filing uses General Instruction E to incorporate prior S‑8 registrations by reference, streamlining the addition to the company’s existing employee equity programs.

The registration relates to shares issuable under established compensation plans and includes standard exhibits and consents. The filing was signed by Chief Executive Officer Vincent J. Angotti, with the company’s CFO designated as agent for service.

Talphera (TLPH) disclosed a director equity grant on Form 4. On 10/23/2025, the reporting person received 4,267 restricted stock units, each representing one share of common stock. The RSUs vest 100% on the first anniversary of the grant date, contingent on continuous service.

On the same date, the director was granted a stock option for 25,600 shares at an exercise price of $1.14, expiring on 10/22/2035, with 100% vesting after one year. Following these transactions, the director beneficially owned 8,859 common shares, held directly.

Talphera (TLPH) filed a Form 4 disclosing equity grants to a director. On 10/23/2025, the reporting person received 4,267 restricted stock units at $0 and a stock option for 25,600 shares at an exercise price of $1.14. The RSUs and the options each vest 100% on the first anniversary of the grant date, subject to continuous service. Following these transactions, the reporting person held 8,859 shares directly and 25,600 derivative securities (options).

Talphera, Inc. (TLPH) reported an insider equity grant. A director received 4,267 restricted stock units on 10/23/2025, recorded at $0 per unit. Following the grant, the individual directly holds 9,047 shares of common stock.

The director was also granted a stock option for 25,600 shares at an exercise price of $1.14 per share, expiring on 10/22/2035. Both the RSUs and the option are scheduled to vest 100% on the one-year anniversary of the grant date, contingent on continuous service.

Talphera, Inc. (TLPH) reported a director equity grant on a Form 4. The filing shows 4,267 restricted stock units awarded at $0, and a stock option for 25,600 shares with a $1.14 exercise price. Both the RSUs and the option vest 100% on the one-year anniversary of the 10/23/2025 grant date, subject to continuous service. The option expires on 10/22/2035. Following the transaction, the director beneficially owned 8,547 shares of common stock directly.

Talphera (TLPH) reported a director equity grant. On 10/23/2025, the director acquired 4,267 shares of common stock via restricted stock units at $0 and received a stock option covering 25,600 shares at an exercise price of $1.14, expiring 10/22/2035.

The filing states the RSUs vest 100% on the first anniversary of the grant date, subject to continuous service. The option also vests 100% on the one-year anniversary under the same condition. Following the transactions, 17,609 common shares were beneficially owned directly, and 25,600 options were held.

Talphera (TLPH) reported a director equity grant on Form 4 dated 10/23/2025. The filing shows the acquisition of 4,267 shares of common stock at $0, reflecting restricted stock units that each convert into one share and vest 100% on the first anniversary of the grant date.

The director was also granted a stock option for 25,600 shares at an exercise price of $1.14, expiring on 10/22/2035, with 100% vesting on the one-year anniversary of the grant. Following these transactions, the director beneficially owned 7,312 common shares and 25,600 options.

Talphera, Inc. (TLPH) reported results of its 2025 Annual Meeting. Stockholders elected three Class II directors and ratified BPM LLP as auditor for the year ending December 31, 2025. An advisory vote approved executive compensation, and stockholders favored holding the advisory vote every year.

Equity plans were approved: the amended and restated 2020 Equity Incentive Plan and the amended and restated 2011 Employee Stock Purchase Plan. Stockholders also approved an amendment authorizing a reverse stock split at a ratio of not less than 1-for-10 and not greater than 1-for-30, at the Board’s discretion within 12 months solely if advisable to regain Nasdaq minimum bid compliance.

A total of 9,778,006 shares were represented out of 20,522,655 entitled to vote. The company noted it had already regained compliance with Nasdaq’s $1.00 minimum bid price based on 10 consecutive trading days ending October 17, 2025.

Talphera, Inc. completed an optional second and third closing of its previously disclosed private placement, generating approximately $1.6 million in aggregate gross proceeds, excluding any proceeds from future exercises of the pre-funded warrants issued at this closing.

The company reiterated existing registration rights, agreeing to file registration statements for the resale of common shares issued in the private placement and shares underlying pre-funded warrants within 15 days of the applicable closing, and to use reasonable best efforts to have them declared effective as promptly as practical, and in any event within 90 days in the event of a full SEC review.

Separately, Talphera was notified on October 20, 2025 that it regained compliance with Nasdaq’s minimum bid price requirement, after the closing bid price met or exceeded $1.00 for 10 consecutive business days ending October 17, 2025, following its earlier transfer to The Nasdaq Capital Market.