Talphera Inc SEC Filings

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.

Talphera appointed Joseph Todisco as a Class III director and compensation committee member, serving until the 2026 annual meeting. In connection with his appointment, he received 6,397 restricted stock units and options to purchase 38,381 shares at an exercise price of $1.11, vesting in three equal annual installments beginning on October 14, 2025, subject to continued service. The company also intends to enter into a non‑employee director indemnification agreement with him.

The board seat was designated under a securities purchase agreement with CorMedix. While CorMedix and affiliates beneficially own at least 25% of the shares it purchased at the first closing, it may designate one Talphera director. The agreement grants CorMedix a 60‑day Right of First Negotiation following Talphera’s public announcement of achieving the primary endpoint and topline results in the NEPHRO CRRT study for Niyad, during which Talphera will not engage with other parties on a similar transaction. If no agreement is reached, for nine months from that announcement Talphera will not enter a similar deal on less favorable financial terms without CorMedix’s consent. The right ends upon a public termination of the study before the primary endpoint or on December 31, 2027.

Talphera, Inc. (TLPH) filed a Form 3 for director Joseph Todisco. The filing states that no securities are beneficially owned by the reporting person as of the event date 10/14/2025. The form indicates it was filed by one reporting person and reflects Todisco’s role as a director.