TLPH Form 4: director awarded 25,600 options and 4,267 RSUs

Rhea-AI Filing Summary

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.

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^*

JAIN ABHINAV

(Last) (First) (Middle)

C/O TALPHERA, INC.

1850 GATEWAY DRIVE, SUITE 175

(Street)

SAN MATEO CA 94404

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TALPHERA, INC. [ TLPH ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
10/23/2025

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(1)	10/23/2025		A		4,267(2)	A	$0	7,312	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)	$1.14	10/23/2025		A		25,600		(3)	10/22/2035	Common Stock	25,600	$0	25,600	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock.

2. 100% of the restricted stock units shall vest on the first anniversary of the grant date, subject to Reporting Person's continuous service to the Company.

3. 100% of the shares subject to the option shall vest on the one-year anniversary of the grant date, subject to the Reporting Person's continuous service to the Company.

	/s/ Martha Adler, Attorney-in-Fact	10/24/2025
	** 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 Talphera (TLPH) report?

A director reported receiving 4,267 common shares (from RSUs) and a stock option for 25,600 shares at $1.14 per share.

What are the vesting terms of the Talphera (TLPH) awards?

Both the RSUs and the option vest 100% on the first anniversary of the 10/23/2025 grant date.

What is the exercise price and expiration for the Talphera (TLPH) option?

The option exercise price is $1.14 per share and it expires on 10/22/2035.

How many Talphera (TLPH) shares does the director own after the filing?

The director beneficially owned 7,312 common shares and 25,600 options following the reported transactions.

Were the RSUs in the Talphera (TLPH) filing immediately payable in cash?

No. Each RSU represents a right to receive one share of common stock upon vesting.

What was the purchase price for the RSU-related shares in Talphera (TLPH)?

The reported acquisition price for the 4,267 shares was $0 as part of the equity grant.