STOCK TITAN

Board member at cbdMD (YCBD) receives 1,572-share stock grant

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

Rhea-AI Filing Summary

Roe Kevin Charles reported acquisition or exercise transactions in this Form 4 filing.

cbdMD, Inc. director Kevin Charles Roe received a grant of 1,572 restricted stock units, each representing a right to one share of common stock, as compensation for Board service under the company’s 2021 or 2025 Equity Compensation Plan.

The award was approved by the Compensation, Corporate Governance and Nominating Committee and carries a stated price of $0.00 per unit, reflecting its nature as equity compensation rather than a market purchase. The restricted stock units vest quarterly on June 30, 2026, September 30, 2026, December 31, 2026 and March 31, 2027. Following this grant, Roe directly holds 26,707 shares or share-equivalent units of cbdMD common stock.

Positive

  • None.

Negative

  • None.
Insider Roe Kevin Charles
Role Director
Type Security Shares Price Value
Grant/Award Common Stock 1,572 $0.00 --
Holdings After Transaction: Common Stock — 26,707 shares (Direct)
Footnotes (1)
  1. [object Object]
RSU grant size 1,572 units Restricted stock units granted to director on April 14, 2026
Grant price per unit $0.00 per unit Equity compensation award, not a market purchase
Holdings after grant 26,707 shares Total cbdMD common stock or equivalents held directly after transaction
First vesting date June 30, 2026 Initial quarterly vesting for the restricted stock units
Final vesting date March 31, 2027 Final quarterly vesting installment for the RSU award
restricted stock units financial
"Represents restricted stock units. Each restricted stock unit represents a contingent right"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Section 16(b) regulatory
"The grant was exempt from Section 16(b) under the Securities Exchange Act of 1934"
A federal rule that requires company insiders—like officers, directors and large shareholders—to return any profits made from buying and selling the company’s stock within a six-month window. It matters to investors because it discourages short-term trades that could exploit non-public information and helps protect outside shareholders by creating a simple, enforceable way to recover unfair gains, much like a rule stopping someone from flipping a limited-edition item for quick profit after getting early access.
Rule 16b-3 regulatory
"by virtue of Rule 16b-3 promulgated thereunder as it was approved"
Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.
Equity Compensation Plan financial
"issued under the 2021 or 2025 Equity Compensation Plan as compensation"
A plan by which a company gives employees, directors or contractors ownership or the right to buy ownership in the company through stock, options or similar awards — think of promising slices of the company pie as part of someone's pay. It matters to investors because these awards can change the number of shares outstanding, affect reported profits and influence management’s decisions; large or generous plans can dilute existing holders and alter incentives over time.
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*
Roe Kevin Charles

(Last)(First)(Middle)
2101 WESTINGHOUSE BLVD. SUITE A

(Street)
CHARLOTTE NORTH CAROLINA 28273

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
cbdMD, Inc. [ YCBD ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/14/2026
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 Stock(1)04/14/2026A1,572A$026,707D
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 restricted stock units. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock. The grant was exempt from Section 16(b) under the Securities Exchange Act of 1934 by virtue of Rule 16b-3 promulgated thereunder as it was approved in advance by the Issuer's Compensation, Corporate Governance and Nominating Committee, which is comprised of three non-employee directors. The restricted stock units vest quarterly on June 30, 2026, September 30, 2026, December 31, 2026 and March 31, 2027. The restricted stock units were issued under the 2021 or 2025 Equity Compensation Plan as compensation to the Reporting Person for services on the Issuer's Board of Directors.
/s/ Kevin Roe04/16/2026
** 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 cbdMD (YCBD) report for Kevin Charles Roe?

cbdMD reported a grant of 1,572 restricted stock units to director Kevin Charles Roe. Each unit represents a contingent right to receive one share of common stock as compensation for his service on the company’s Board of Directors.

Is Kevin Charles Roe’s cbdMD (YCBD) transaction a market purchase or a compensation award?

The transaction is a compensation award, not a market purchase. Roe received 1,572 restricted stock units at a stated price of $0.00 per unit, granted under cbdMD’s equity compensation plan and approved by the Board’s compensation committee.

When do Kevin Charles Roe’s cbdMD (YCBD) restricted stock units vest?

The 1,572 restricted stock units vest in four quarterly installments. Vesting dates are June 30, 2026, September 30, 2026, December 31, 2026 and March 31, 2027, subject to the usual conditions that apply to equity compensation awards.

How many cbdMD (YCBD) shares does Kevin Charles Roe hold after this grant?

After the reported grant, Kevin Charles Roe directly holds 26,707 shares or share-equivalent units of cbdMD common stock. This figure includes the impact of the 1,572 restricted stock units awarded in the reported Form 4 filing.

Under which plan were Kevin Charles Roe’s cbdMD (YCBD) restricted stock units issued?

The restricted stock units were issued under cbdMD’s 2021 or 2025 Equity Compensation Plan. These plans provide equity-based compensation to directors, with this specific grant serving as compensation for Roe’s ongoing service on the company’s Board of Directors.

Was Kevin Charles Roe’s cbdMD (YCBD) equity grant exempt from Section 16(b)?

Yes. The grant was exempt from Section 16(b) under Rule 16b-3 because it was approved in advance by cbdMD’s Compensation, Corporate Governance and Nominating Committee, which is composed of three non-employee directors overseeing such equity awards.