Pennell Sandra 4

4 · DELCATH SYSTEMS, INC. · Filed Feb 18, 2026

AI-generated summary of this filing

Updated Feb 19, 2026

Delcath (DCTH) CFO Sandra Pennell Receives Equity Awards

What Happened

Sandra Pennell, Chief Financial Officer of Delcath Systems, Inc. (DCTH), received equity awards on February 17, 2026: 56,500 derivative awards (option-style grant) and 28,250 restricted stock units (RSUs). Both items were reported as acquired at $0.00 (typical for grant reporting; not an open‑market purchase or sale).
Total units granted: 84,750 (56,500 options + 28,250 RSUs). These are compensation awards, not sales — they represent future rights to shares subject to vesting and other plan terms.

Key Details

Transaction date: 2026-02-17; Form filed: 2026-02-18 (appears timely).
Reported acquisition price: $0.00 for both awards (award/grant).
Vesting / other footnotes:
- F1 (options): the option vests monthly at 1/36th per month beginning Feb 17, 2026, subject to continued employment and plan terms.
- F2 (RSUs): each RSU equals the contingent right to receive one share of common stock upon vesting.
- F3 (RSU vesting schedule): 1/3 of the RSUs vest on Feb 17, 2027; the remaining 2/3 vest in equal annual installments over the following two years, subject to continuous service.
Shares owned after transaction: not specified in the provided filing details.
Filing timeliness: filing date is the day after the transaction; no late filing flag noted.

Context

These are compensation grants (award code A), not purchases or sales; they indicate executive compensation rather than an immediate market bet. Options and RSUs become economically meaningful only as they vest (and, for options, if exercised). Vesting is contingent on continued employment and plan terms.

Form 4

Period: 2026-02-17

Chief Financial Officer

Transactions

Award
Stock Option (Right to Buy)
[F1]
2026-02-17+56,500→ 56,500 total
Exercise: $9.40Exp: 2036-02-17→ Common Stock (56,500 underlying)
Award
Restricted Stock Units
[F2][F3]
2026-02-17+28,250→ 28,250 total
→ Common Stock (28,250 underlying)

Footnotes (3)

[F1]The option will vest and become exercisable at the rate of one-thirty-sixth (1/36th) per month with the first such vesting to occur on February 17, 2026 and monthly thereafter for so long as the reporting person remains an employee of Delcath Systems, Inc. (and subject to the terms and conditions of the Delcath Systems, Inc. 2020 Omnibus Equity Incentive Plan, as amended).
[F2]Each restricted stock unit ("RSU") represents a contingent right to receive one share of common stock.
[F3]Represents an RSU award, one-third of which shall vest on February 17, 2027 with the remaining 2/3 two-thirds of the RSUs vesting in equal annual installments over the following two years. The vesting of the RSUs is subject to the Reporting Person's continuous service through each such vesting date.

Signature

/s/ David Hoffman, Attorney-in-Fact|2026-02-18

1 file