07/02/2026 | Press release | Distributed by Public on 07/02/2026 19:03
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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 | ||||||||
| Option to purchase common stock | $1 | 06/30/2026 | M | 162,500 | 12/31/2017(3) | 06/30/2026 | Common Stock | 162,500 | $ 0 | 0 | D | ||||
| Option to purchase common stock | $1.01 | 06/29/2026 | A | 125,000 | (4) | 06/29/2036 | Common Stock | 125,000 | $ 0 | 125,000 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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JORDEN DAVID EMERSON C/O NUO THERAPEUTICS, INC. 8285 EL RIO, SUITE190 HOUSTON, TX 77054 |
X | CEO/CFO | ||
| /s/ David Jorden | 07/02/2026 | |
| **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) | Represents a net exercise of outstanding stock options. The reporting person received 1,608 shares of common stock on the net exercise of option to purchase 162,500 shares of common stock. The issuer withheld 160,892 shares of common stock underlying the option for payment of the exercise price using the closing price of $1.01. |
| (2) | Reflects an adjustment of 25,381 shares since the Reporting Person's most recent Form 4 filed June 5, 2026 to correct the amount of securities beneficially owned as a result of the transaction reported in that Form 4. |
| (3) | 62,500 options exercisable on 07/01/2016, 50,000 options exercisable on 03/31/2017, and 50,000 options exercisable on 12/31/2017. |
| (4) | One third of the options are exercisable as of June 30, 2027 and the balance vest quarterly over the subsequent two years. |