WAGONER G RICHARD JR 4

What Happened

• Director G. Richard Wagoner Jr was granted two awards of Restricted Stock Units (RSUs) on 2026-07-21 (reported on Form 4 filed 2026-07-22). The grants were for 18,370 RSUs and 6,680 RSUs, a combined total of 25,050 RSUs. Each RSU represents a contingent right to one share of common stock; the reported acquisition price was $0.00 (awarded, not purchased).

Key Details

• Transaction date: 2026-07-21; Form 4 filed: 2026-07-22 (appears timely).
• Transaction code: A (award/grant). Price per share reported: $0.00.
• Total RSUs granted: 18,370 + 6,680 = 25,050 RSUs (post 1-for-20 reverse split adjustment noted in filing).
• Vesting:
  • 18,370 RSUs: service-based vesting that vests in full on the earlier of (i) one-year anniversary of grant or (ii) the date of the next annual meeting, subject to continuous service (Footnote F1).
  • 6,680 RSUs: service-based vesting in four equal quarterly installments, with the final installment vesting on the earlier of (i) one-year anniversary or (ii) the next annual meeting, subject to continuous service (Footnote F3).
• Shares are held by the G. Richard Wagoner, Jr. Trust (Reporting Person is trustee) (Footnote F4).
• Filing notes that reported amounts were adjusted for a 1-for-20 reverse stock split effective July 28, 2025 (Footnote F2).
• Shares owned after the transaction: not specified in the provided Form 4.

Context

• RSU awards are compensation, not open‑market purchases — they don’t directly signal a personal cash investment. RSUs convert to shares upon vesting (subject to the schedules above).
• No sale or purchase occurred here; this is an equity grant as part of compensation/retention.