Kennedy Susan P 4

What Happened

• Susan P. Kennedy, CEO of Cadiz Inc. (CDZI), received a grant of 125,000 shares as a performance award on April 8, 2026 under the Cadiz 2019 Equity Incentive Plan (issued at $0.00; no cash paid) (F1).
• On the same date the company and Ms. Kennedy mutually agreed to cancel 150,500 previously reported restricted stock units (RSUs) so those shares can be used for future grants; the Reporting Person received no consideration for the cancellation (F5).
• Separately, 50,000 previously reported RSUs vested/converted into shares on October 31, 2025 upon completion of the CEQA review (reported as an exercise/conversion at $0.00) (F3).

Key Details

• Transaction dates/prices: Apr 8, 2026 — Award of 125,000 shares at $0.00 (F1); Apr 8, 2026 — Cancellation/disposition of 150,500 RSUs to the issuer (no consideration) (F5); Oct 31, 2025 — 50,000 RSUs vested/converted to shares at $0.00 (F3).
• Shares owned after transaction: Not specified in the filing.
• Notable footnotes: F2 explains certain RSUs (150,000) were scheduled to vest ratably during fiscal 2026 and the Reporting Person disclaims beneficial ownership until vesting; F4 clarifies each RSU converts to one share; F6–F7 list remaining performance-based RSU milestone triggers.
• Filing timeliness: Form 4 was filed Apr 10, 2026 reporting Apr 8, 2026 events (filed within the typical two-business-day window).

Context

• These were equity-award and RSU-related events, not open-market purchases or sales. RSU vesting/conversion and plan grants typically involve no cash outlay by the insider; cancellations free up shares for future grants. Such transactions reflect compensation and plan administration rather than a direct market buy/sell signal.