Points Jeffrey S. 4

What Happened

• Jeffrey S. Points, CFO of Shoulder Innovations, received a derivative award on 2026-01-30 covering 126,357 underlying shares. The Form 4 reports an acquisition of a derivative security at $0.00 (i.e., an option/award grant), not an open-market stock purchase or sale. There was no cash paid reported in the filing.

Key Details

• Transaction date and price: 2026-01-30; acquisition of a derivative instrument; price reported as $0.00.
• Shares/units involved: 126,357 underlying shares granted as a derivative award.
• Vesting note (from filing): The stock option vests as to one-fourth of the underlying shares on March 1 each year, beginning March 1, 2027 (four annual installments).
• Shares owned after transaction: Not specified in the provided summary of the filing—see the full Form 4 for total holdings.
• Filing/Timeliness: Form filed 2026-02-03, within the SEC’s two-business-day Form 4 filing window for a 2026-01-30 transaction (timely).

Context

• This was a compensation-related grant (derivative award/option) rather than a market purchase or sale. Such grants are common for executive compensation and do not by themselves indicate immediate buying or selling of shares. The options vest over time (25% per year starting March 1, 2027); until vested and exercised, the award does not create direct share ownership or proceeds.