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TALPHERA (TLPH) CEO uses 9,938 shares to cover RSU tax withholding

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

TALPHERA, INC. CEO Vincent J. Angotti reported a routine tax-related share disposition. On April 2, 2026, he surrendered 9,938 shares of common stock at $0.7223 per share to the company to cover required tax withholdings from vesting RSUs. After this transaction, he directly holds 790,767 shares of TALPHERA common stock.

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Insider Angotti Vincent J.
Role CHIEF EXECUTIVE OFFICER
Type Security Shares Price Value
Tax Withholding Common Stock 9,938 $0.7223 $7K
Holdings After Transaction: Common Stock — 790,767 shares (Direct)
Footnotes (1)
  1. [object Object]
Shares surrendered for tax withholding 9,938 shares Common Stock, transaction code F on April 2, 2026
Reported price per share $0.7223 per share Value used for the tax-withholding disposition
Shares held after transaction 790,767 shares Direct ownership by CEO following Form 4 event
tax withholdings financial
"Represents shares surrendered to the Issuer by the Reporting Person to pay required tax withholdings due to the vesting of RSUs."
RSUs financial
"due to the vesting of RSUs."
RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.
tax-withholding disposition financial
"transaction_action: "tax-withholding disposition""
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
Common Stock financial
"security_title: "Common Stock""
Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.
SEC Form 4
FORM 4UNITED 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
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
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*
Angotti Vincent J.

(Last)(First)(Middle)
C/O TALPHERA, INC.
1850 GATEWAY DRIVE, SUITE 175

(Street)
SAN MATEO CALIFORNIA 94404

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
TALPHERA, INC. [ TLPH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
CHIEF EXECUTIVE OFFICER
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/02/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock04/02/2026F9,938(1)D$0.7223790,767D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents shares surrendered to the Issuer by the Reporting Person to pay required tax withholdings due to the vesting of RSUs.
/s/ Martha Adler, Attorney-in-Fact04/03/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did TALPHERA (TLPH) disclose for Vincent J. Angotti?

TALPHERA disclosed that CEO Vincent J. Angotti surrendered 9,938 shares of common stock to the company. This was a tax-withholding disposition related to the vesting of restricted stock units, rather than an open-market trade, and is a routine administrative event.

Was the TALPHERA (TLPH) CEO’s Form 4 transaction an open-market sale?

No, the Form 4 shows a tax-withholding disposition, not an open-market sale. Shares were surrendered back to TALPHERA to cover required tax withholdings arising from RSU vesting, which is a common administrative mechanism for equity compensation.

How many TALPHERA (TLPH) shares does the CEO hold after this Form 4 event?

After surrendering 9,938 shares for tax withholding, CEO Vincent J. Angotti directly holds 790,767 TALPHERA common shares. This figure reflects his remaining reported ownership following the recorded RSU-related tax-withholding disposition on April 2, 2026.

What does transaction code F mean in the TALPHERA (TLPH) CEO’s Form 4?

Transaction code F on the Form 4 indicates shares delivered to satisfy tax obligations or exercise costs. Here, 9,938 TALPHERA shares were surrendered to cover tax withholdings upon RSU vesting, so it is not classified as a regular market purchase or sale.

What was the reported price per share in TALPHERA (TLPH) CEO’s tax-withholding transaction?

The Form 4 shows a price of $0.7223 per TALPHERA common share for the 9,938 shares surrendered. This price is used for reporting the value of the tax-withholding disposition tied to the vesting of restricted stock units held by the CEO.