ROOT JONATHAN D 4
4 · CARLSMED, INC. · Filed Jun 22, 2026
Research Summary
AI-generated summary of this filing
Carlsmed (CARL) Director Jonathan D. Root Receives RSU Award
What Happened Jonathan D. Root, a director of Carlsmed, Inc. (CARL), received a grant of 13,698 restricted stock units (RSUs) on June 3, 2026. The RSUs are reported at $0.00 per unit (total reported value $0) and will convert to one share of common stock per RSU upon vesting. This is a compensation award (grant), not an open-market purchase or sale.
Key Details
- Transaction date: 2026-06-03; Form 4 filed on 2026-06-22 (appears to be filed 19 days after the transaction; Form 4s are normally due within two business days).
- Grant: 13,698 RSUs @ $0.00 (total reported value $0).
- Vesting: RSUs vest in full on the earlier of (i) the day before the issuer’s 2027 annual meeting or (ii) June 3, 2027, subject to continued service as a board member (Footnote F1).
- Shares owned after transaction: Not specified in this filing.
- Additional footnotes (F2–F5): Indicate stock held by affiliated venture funds (USVP entities) and that Mr. Root, as a managing member of related general partner entities, may be deemed to share voting/dispositive power over those holdings but disclaims beneficial ownership except for any pecuniary interest.
Context RSU grants are common board compensation and do not represent an immediate cash purchase or sale. The award will only become actual shares if and when the RSUs vest (subject to continued service). Because this is a grant (not a purchase), it signals compensation alignment rather than a direct market bet by the director. The delayed filing date is noted but the filing itself only reports the grant and its vesting terms.
Insider Transaction Report
- Award
Common Stock
[F1]2026-06-03+13,698→ 497,697 total
- 4,305,806(indirect: See footnotes)
Common Stock
[F2][F5] - 218,524(indirect: See footnotes)
Common Stock
[F3][F5] - 1,117,743(indirect: See footnotes)
Common Stock
[F4][F5]
Footnotes (5)
- [F1]Constitutes an award of restricted stock units ("RSUs") for which the Reporting Person is entitled to receive one (1) share of Common Stock for each RSU upon vesting. The RSUs will vest in full on the earlier of (i) the day before the Issuer's 2027 annual meeting of stockholders or (ii) June 3, 2027, subject, in all cases, to the Reporting Person's continued service as a member of the Board of Directors through such vesting date.
- [F2]Stock held by U.S. Venture Partners XII, L.P. ("USVP XII").
- [F3]Stock held by U.S. Venture Partners XII-A, L.P. ("USVP XII-A").
- [F4]Stock held by U.S. Venture Partners Select Fund I, L.P., ("USVP SFI") on its own behalf and as nominee for U.S. Venture Partners Select Fund I-A, L.P. ("USVP SFI-A").
- [F5]Presidio Management Group XII, L.L.C ("PMG XII") is the general partner of USVP XII and USVP XII-A. Presidio Management Group Select Fund I, L.L.C ("PMG SFI," and, together with USVP XII, USVP XII-A, USVP SFI, USVP SFI-A, and PMG XII, "USVP") is the general partner of USVP SFI and USVP SFI-A. The Reporting Person is a managing member of PMG XII and PMG SFI and may be deemed to share voting and dispositive power over the stock held by USVP. The Reporting Person disclaims beneficial ownership of such stock, except to the extent of any pecuniary interest therein.