XTNT Form 4 shows major DSU and PSU grants to COO

Rhea-AI Filing Summary

Xtant Medical Holdings (XTNT) reported new equity awards to its Chief Operating Officer on a Form 4. On 11/15/2025, the officer acquired 292,253 shares of common stock at a price of $0 through a deferred stock unit (DSU) award, bringing total beneficial ownership of common stock to 670,866 shares held directly. The DSU grant will vest in four installments: 73,063 shares on each of November 15, 2026, November 15, 2027, and November 15, 2028, and 73,064 shares on November 5, 2029, subject to continued employment, with settlement of shares deferred under the award terms.

The filing also reports a grant of 584,506 performance stock units (PSUs) at a price of $0, which represent a contingent right to receive an equal number of common shares. These PSUs can vest in one-third increments based on stock price performance goals over a three-year period and additional service-based conditions, with 584,506 derivative securities beneficially owned following the grant. The footnotes note that existing holdings include shares issuable under prior RSU and DSU awards from the company’s equity incentive plans.

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^*

Schallenberger Mark A.

(Last) (First) (Middle)

C/O XTANT MEDICAL HOLDINGS, INC.

664 CRUISER LANE

(Street)

BELGRADE MT 59714

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Xtant Medical Holdings, Inc. [ XTNT ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
11/15/2025

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	11/15/2025		A		292,253(1)	A	$0	670,866(2)	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
Performance Stock Units (PSUs)	(3)	11/15/2025		A		584,506(4)		(3)	11/15/2028	Common Stock	584,506(4)	$0	584,506(4)	D

Explanation of Responses:

1. These shares will vest with respect to 73,063 shares on each of November 15, 2026, November 15, 2027, and November 15, 2028, and with respect to 73,064 shares on November 5, 2029 pursuant to a deferred stock unit (DSU) award granted under the Xtant Medical Holdings, Inc. Amended and Restated 2023 Equity Incentive Plan, conditioned upon the Reporting Person remaining an employee of Xtant through the applicable vesting date. The settlement of the vested shares underlying the DSU award has been deferred and will occur at a later date pursuant to the terms of the DSU award agreement. Each DSU represents a contingent right to receive one share of the Issuer's common stock.

2. Includes an aggregate of 523,794 shares issuable upon vesting and settlement of restricted stock unit (RSU) awards or DSU awards granted under the Xtant Medical Holdings, Inc. Amended and Restated 2023 Equity Incentive Plan and 44,500 shares issuable upon vesting and settlement of RSU awards granted under the Xtant Medical Holdings, Inc. Amended and Restated 2018 Equity Incentive Plan, in each case conditioned upon the Reporting Person remaining an employee of Xtant through the applicable vesting dates.

3. Each PSU represents a contingent right to receive one share of the Issuer's common stock. The PSUs will vest and become earned in one-third increments based on the achievement of specified stock price performance goals during a three-year performance period and subject to additional service-based vesting conditions.

4. Represents the maximum number of shares that may be issued pursuant to the PSUs, which is 200% of the target number of shares (292,253).

	/s/ Amy Culbert, attorney-in-fact	11/18/2025
	** Signature of Reporting Person	Date
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FAQ

What did Xtant Medical Holdings (XTNT) disclose in this Form 4 filing?

The filing reports that the Chief Operating Officer of Xtant Medical Holdings, Inc. acquired new equity awards on 11/15/2025, including common stock via deferred stock units and performance stock units that may convert into common shares if vesting conditions are met.

How many Xtant (XTNT) common shares were acquired by the COO in this transaction?

The Chief Operating Officer acquired 292,253 shares of common stock at a price of $0 through a deferred stock unit (DSU) award, bringing total beneficial ownership of common stock to 670,866 shares held directly after the transaction.

What are the vesting terms for the new DSU award reported by Xtant (XTNT)?

The DSU award will vest with respect to 73,063 shares on each of November 15, 2026, November 15, 2027, and November 15, 2028, and with respect to 73,064 shares on November 5, 2029, conditioned on the COO remaining an employee through each vesting date. Settlement of the vested shares is deferred under the DSU award agreement.

What performance stock units (PSUs) were granted to the Xtant (XTNT) COO?

The COO received 584,506 performance stock units (PSUs) at a price of $0. Each PSU represents a contingent right to receive one share of common stock, for a maximum of 584,506 shares beneficially owned as derivative securities following the transaction.

How do the Xtant (XTNT) PSUs vest for the Chief Operating Officer?

The PSUs will vest and become earned in one-third increments based on specified stock price performance goals measured over a three-year performance period, and are also subject to additional service-based vesting conditions as described in the filing.

What other equity awards are included in the COO’s Xtant (XTNT) beneficial ownership?

The beneficial ownership includes an aggregate of 523,794 shares issuable upon vesting and settlement of RSU or DSU awards granted under the Amended and Restated 2023 Equity Incentive Plan and 44,500 shares issuable upon vesting and settlement of RSU awards granted under the Amended and Restated 2018 Equity Incentive Plan, all subject to continued employment through the applicable vesting dates.