SEC Form 4 · accession 0001683168-26-006493
ACTUATE THERAPEUTICS, INC. · ACTU
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Daniel M Schmitt
Officer — President, CEO and Director · Director
Period of report
Aug 14, 2026
Accepted (ET)
Aug 14, 2026 · 5:00 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001652935
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF3,F4 | Aug 14, 2026 | M | 272,056 | $0.00 | A | 422,237 | D | |
| Common StockF1,F2 | Aug 14, 2026 | F | 120,521 | $1.01 | D | 301,716 | D | |
| Common StockF6 | holding | — | — | — | 564,071 | I | By The Schmitt Family Irrevocable Trust, dated December 31, 2019 | |
| Common StockF7 | holding | — | — | — | 22,223 | I | By The Andrew Schmitt Irrevocable Trust, dated December 31, 2019 | |
| Common StockF8 | holding | — | — | — | 22,223 | I | By The Anna Schmitt Irrevocable Trust, dated December 31, 2019 | |
| Common StockF9 | holding | — | — | — | 22,223 | I | By The Edward Schmitt Irrevocable Trust, dated December 31, 2019 |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF4,F5 | — | Aug 14, 2026 | M | 272,056 | D | — | — | Common Stock | 272,056 | 0 | D |
Explanation of responses
- F1Represents 120,521 shares of common stock withheld by Issuer to satisfy federal and state withholding taxes owed by holder upon the settlement of restricted stock units ("RSUs").
- F2Represents the closing price of Issuer's common stock on August 14, 2026.
- F3Represents the issuance of 272,056 shares of common stock from the vesting and settlement of 272,056 RSUs, which number excludes the withholding of 120,521 shares by Issuer to satisfy federal and state withholding taxes due at settlement (see Note 1).
- F4Each restricted stock unit represents a contingent right to receive one share of common stock.
- F5544,111 restricted stock units were granted upon the closing of the issuer's initial public offering on August 14, 2024, of which, 272,055 vested on August 14, 2025 (and settled on February 13, 2026) and 272,056 vested on August 14, 2026.
- F6Represents shares held by The Schmitt Family Irrevocable Trust, dated December 31, 2019, of which the reporting person is trustee (the "Schmitt Family Trust").
- F7Represents shares held by The Andrew Schmitt Irrevocable Trust, dated December 31, 2019, of which the reporting person is trustee.
- F8Represents shares held by The Anna Schmitt Irrevocable Trust, dated December 31, 2019, of which the reporting person is trustee.
- F9Represents shares held by The Edward Schmitt Irrevocable Trust, dated December 31, 2019, of which the reporting person is trustee.