SEC Form 4 · accession 0001493152-26-032559
PALISADE BIO, INC. · PALI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John David Finley
Officer — CEO, CFO · Director
Period of report
Jul 6, 2026
Accepted (ET)
Jul 8, 2026 · 6:49 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001357459
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jul 6, 2026 | M | 335,167 | — | A | 364,353 | D | |
| Common StockF4 | Jul 7, 2026 | S | 146,798 | $2.0664 | D | 217,555 | D | |
| Common Stock | Jul 7, 2026 | M | 133 | $0.70 | A | 217,688 | D | |
| Common StockF5 | holding | — | — | — | 51 | I | By FCW Investments, LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF6,F7 | — | Jul 6, 2026 | M | 335,167 | D | — | — | Common Stock | 335,167 | 1,675,833 | D |
| Series 2 Common Stock Purchase WarrantF9,F8,F10 | $0.70 | Jul 7, 2026 | M | 133 | D | — | Aug 16, 2027 | Common Stock | 133 | 0 | D |
Explanation of responses
- F1The shares were issued pursuant to settlement of vested Restricted Stock Units ("RSUs") granted on February 9, 2026.
- F10Represents Series 2 Common Stock Purchase Warrants received as part of the Units purchased by Reporting Person. The Series 2 Warrants became exercisable upon receipt of stockholder approval per Nasdaq rules, which was obtained on October 6, 2022.
- F2Includes 1,899 shares acquired under the Issuer's Employee Stock Purchase Plan on May 20, 2026. In addition, the amount of securities beneficially owned was reduced by 66 shares due to an administrative error in the total reported in the Form 4 filed February 13, 2026.
- F3The sale reported in this Form 4 represents shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of RSUs.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $2.045 to $2.09, inclusive. The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range.
- F5The Reporting Person is the managing member of FCW Investments, LLC and has the sole investment and voting power over the securities held by this entity.
- F6Each RSU represents a contingent right to receive one share of the Issuer's common stock.
- F7The RSUs shall vest with respect to 1/6th of the shares on July 6, 2026 and quarterly thereafter over the following 10 quarters, subject to the Reporting Person's continuous service to the Issuer through each such vesting date.
- F8As adjusted in accordance with the terms of the Series 2 Common Stock Purchase Warrants following the public offering that closed on October 2, 2025.
- F9Reflects adjustments pursuant to the Issuer's 1-for-50 reverse stock split effective November 15, 2022, and the Issuer's 1-for-15 reverse stock split effective April 5, 2024.