Talphera (TLPH) CFO surrenders shares to cover RSU tax bill

Rhea-AI Filing Summary

TALPHERA, INC. Chief Financial Officer Raffi Asadorian reported a routine share disposition related to taxes. On the RSU vesting date, 2,444 shares of common stock were surrendered back to the company at $0.7223 per share to cover required tax withholdings, rather than being sold on the open market. Following this tax-withholding transaction, the CFO directly holds 85,879 shares of Talphera common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider ASADORIAN RAFFI

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	2,444	$0.7223	$2K

Holdings After Transaction: Common Stock — 85,879 shares (Direct)

Footnotes (1)

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Key Figures

Shares surrendered for taxes: 2,444 shares Tax-withholding price: $0.7223 per share Shares held after transaction: 85,879 shares

3 metrics

Shares surrendered for taxes 2,444 shares Tax-withholding disposition on RSU vesting

Tax-withholding price $0.7223 per share Value used for surrendered common stock

Shares held after transaction 85,879 shares CFO direct ownership post-tax withholding

Key Terms

RSUs, tax withholdings, tax-withholding disposition, Form 4

4 terms

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 withholdings financial

"to pay required tax withholdings due to the vesting"

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.

Form 4 regulatory

"INSIDER FILING DATA (Form 4):"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

Form 4 Insider Transactions: What Each Field Means →

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^*

ASADORIAN RAFFI

(Last) (First) (Middle)

C/O TALPHERA, INC.

1859 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)

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

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	04/02/2026		F		2,444(1)	D	$0.7223	85,879	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

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-Fact	04/03/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did TALPHERA (TLPH) disclose for its CFO?

Talphera reported that CFO Raffi Asadorian surrendered 2,444 common shares to the company to cover tax withholdings on vested RSUs. This was a tax-withholding disposition, not an open-market sale, and is a standard mechanism tied to equity compensation.

How many TALPHERA (TLPH) shares did the CFO use for tax withholding?

The CFO used 2,444 Talphera common shares to satisfy required tax withholdings from RSU vesting. These shares were surrendered to the issuer at $0.7223 per share instead of being sold in the market, reflecting a routine administrative transaction.

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

After the tax-withholding disposition, CFO Raffi Asadorian directly holds 85,879 shares of Talphera common stock. This figure reflects his position following surrender of 2,444 shares to cover tax obligations tied to restricted stock unit vesting.

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

No, the Form 4 describes a tax-withholding disposition, not an open-market sale. Shares were surrendered back to Talphera to pay RSU-related tax withholdings, a common administrative step in stock-based compensation programs.

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

The F code indicates shares were used to pay an exercise price or tax liability. Here, 2,444 Talphera shares were surrendered to cover RSU tax withholdings, classifying the event as a tax-withholding disposition rather than a discretionary buy or sell.