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TLSI awards CFO 248,899 options tied to $75M revenue target

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

Rhea-AI Filing Summary

TriSalus Life Sciences reported a performance-based grant of 248,899 employee stock options to the reporting person, exercisable at $5.11. The options become exercisable immediately if the company achieves $75 million of revenue in any consecutive 12-month period ending on or before December 31, 2027, and vesting is subject to the holder's continued service on each vesting date. If the revenue threshold is not met, the options expire on December 31, 2027. Following this reported grant, the reporting person beneficially owns 538,899 shares of common stock.

Positive

  • Performance-linked award ties executive compensation to a clear $75 million revenue goal
  • No immediate cash expense to the company since the grant is equity-based
  • Finite expiration (December 31, 2027) limits long-term equity overhang
  • Vesting tied to continued service, which aligns executive retention with performance

Negative

  • Potential dilution of 248,899 shares if the options are exercised
  • Concentration of additional equity with an executive (reporting person holds 538,899 shares post-grant)

Insights

TL;DR: A performance-linked option grant aligns executive pay with revenue growth but introduces potential dilution if exercised.

The award ties a sizable option grant to a clear revenue target of $75 million within a defined period, which can motivate management to pursue top-line growth without immediate cash expense for the company. The exercise price is $5.11 and the options cover 248,899 shares; if exercised, these would increase the reporting person’s holdings and could dilute existing shareholders. The options expire at the end of 2027 if the target is not met, limiting long-term overhang. From an investor perspective, the grant is a growth-linked incentive rather than an immediate dilution event.

TL;DR: Performance conditions and service requirements provide governance controls, but monitoring dilution remains important.

The grant is structured with explicit performance and continued-service conditions, which is consistent with governance best practices for incentive alignment. Immediate vesting upon achieving the revenue threshold reduces cliff-risk for the executive but maintains a service condition to protect shareholder interests. The finite expiration date ensures the award does not create indefinite equity overhang. Material facts are clearly disclosed on the form, enabling shareholders to assess executive incentives and potential dilution.

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
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*
Patience David

(Last) (First) (Middle)
6272 W. 91ST AVENUE

(Street)
WESTMINSTER CO 80031

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
TriSalus Life Sciences, Inc. [ TLSI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Financial Officer
3. Date of Earliest Transaction (Month/Day/Year)
08/28/2025
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
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
Employee Stock Option (right to buy) $5.11 08/28/2025 A 248,899 (1) (2) Common Stock 248,899 $0 538,899 D
Explanation of Responses:
1. Represents the granting of stock options upon achieving or exceeding $75 million of revenue over any twelve (12) consecutive calendar month period ending on or before December 31, 2027. The options vest immediately upon achieving the performance requirement, subject to the Reporting Person's continued service with the Issuer on each respective vesting date.
2. The stock options expire on December 31, 2027 if the revenue threshold is not met.
Remarks:
/s/ Mary Szela, Attorney-in-Fact 08/29/2025
** 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 was granted to the reporting person in the TLSI Form 4?

The reporting person was granted 248,899 employee stock options with an exercise price of $5.11.

What performance condition must be met for the TLSI options to vest?

The options vest if TriSalus achieves $75 million of revenue in any consecutive 12-month period ending on or before December 31, 2027.

How many shares does the reporting person beneficially own after the reported transaction?

After the reported grant, the reporting person beneficially owns 538,899 shares of common stock.

What happens to the options if the performance target is not met?

If the $75 million revenue threshold is not met, the options expire on December 31, 2027.

What is the exercise price of the granted options reported on the Form 4?

The exercise (conversion) price of the options is $5.11 per share.
TriSalus Life Sciences Inc.

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293.29M
28.03M
40.92%
17.25%
0.92%
Medical Devices
Surgical & Medical Instruments & Apparatus
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United States
WESTMINSTER