Actuate Therapeutics (ACTU) CEO Daniel Schmitt Receives RSUs; Shares Withheld

What Happened

• Daniel M. Schmitt, President, CEO and a director of Actuate Therapeutics (ACTU), had 272,056 restricted stock units (RSUs) vest and settle on August 14, 2026. The settlement issued 272,056 shares (recorded as exercise/conversion of a derivative, code M) with a $0.00 per-share exercise price.
• To satisfy federal and state tax withholding, the issuer withheld 120,521 of those shares (recorded as a disposition, code F) at the closing price of $1.01 on August 14, 2026, yielding about $121,726 in withheld tax value. Net shares received by Schmitt were 151,535 (272,056 issued minus 120,521 withheld), worth roughly $153,050 at $1.01/share.

Key Details

• Transaction date: August 14, 2026.
• Transactions reported:
  • 272,056 RSUs vested and converted to 272,056 shares (code M) @ $0.00.
  • 120,521 shares withheld by issuer for taxes (code F) @ $1.01, proceeds ≈ $121,726.
• Net shares delivered to insider: 151,535; net value ≈ $153,050 at $1.01/share.
• Footnotes: RSUs were part of a grant at the company's IPO (Aug 14, 2024); each RSU converts to one share; withholding was to satisfy federal/state tax liability (see F1–F5). Several footnotes note shares held in family trusts for which Schmitt is trustee (F6–F9).
• Filing timeliness: Report period and filing date are August 14, 2026 — the filing appears timely (no late filing noted).
• Transaction codes: M = exercise/conversion of derivative (RSU settlement); F = tax withholding (share-for-taxes).

Context

• This was an RSU vesting/settlement event (an award realization), not an open-market buy or sell driven by trading intent. The company withheld shares to cover tax obligations (a routine, non‑sentiment event).
• The filing shows settlement of previously granted RSUs (544,111 originally granted at IPO, with tranches vesting in prior years per footnotes). No 10b5-1 plan, gifts, or open-market trades are indicated in this filing.