Form 4: Talphera grants 25,600 options at $1.14 and 4,267 RSUs

Rhea-AI Filing Summary

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).

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

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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^*

WAN MARK A

(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	8,859	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 did Talphera (TLPH) disclose in this Form 4?

A director received 4,267 RSUs at $0 and 25,600 stock options at $1.14 on 10/23/2025, both vesting in full after one year of service.

How many Talphera (TLPH) shares does the reporting person now own?

After the reported transactions, the reporting person directly owned 8,859 common shares.

What are the terms of the Talphera (TLPH) RSU grant?

The 4,267 RSUs represent one share each and vest 100% on the first anniversary of the grant date, subject to continuous service.

What are the terms of the Talphera (TLPH) stock option grant?

The option covers 25,600 shares at $1.14 per share, vesting 100% on the one-year anniversary of the grant date, with expiration on 10/22/2035.

Is the ownership direct or indirect for these Talphera (TLPH) holdings?

The reported common stock and the derivative securities are listed as directly owned.

What is the expiration date of the Talphera (TLPH) option?

The stock option expires on 10/22/2035.