04/14/2026 | Press release | Distributed by Public on 04/14/2026 14:05
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
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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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Goldberger Daniel S 200 FORGE WAY, SUITE 205 ROCKAWAY, NJ 07866 |
Former Officer and Director | |||
| /s/ John L. Cleary, II, attorney-in-fact | 04/14/2026 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | The reported transaction resulted in a claim under Section 16(b) of the Securities Exchange Act of 1934, as amended (the "Exchange Act") amounting to $1,182. The Reporting Person (RP) voluntarily paid the full amount to the Issuer. |
| (2) | The RP sold 16,072 shares of the Issuer's common stock in the reported transaction upon the vesting and settlement of previously issued Restricted Stock Units (RSUs), all of which were previously reported by the RP on a Form 4 pursuant to Section 16 of the Exchange Act, solely to satisfy tax withholding obligations incurred upon vesting and settlement. |
| (3) | Includes (i) 3,665 shares, net of the amount sold in the reported transaction, issued pursuant to previously issued RSUs that vested on a prorated basis as of April 1, 2026, in accordance with the vesting provisions of the consulting and separation agreement (the "Agreement") between the RP and the Issuer; and (ii) 43,200 RSUs previously issued to the RP that shall continue to vest, subject to the RP's continued consulting services under the Agreement, through the applicable vesting dates, in equal monthly installments of 3,600 RSUs per month. |