Ellenbogen Michael 4

What Happened

• Director Michael Ellenbogen exercised 80,745 stock options and immediately sold those 80,745 shares on Feb 17, 2026. The exercise required $0.24 per share (total cost $19,379) and the open‑market sale generated about $441,675 (weighted‑average sale price $5.47). Net proceeds after exercise were approximately $422,296. This is a sale (routine monetization) rather than a purchase.

Key Details

• Transaction date: February 17, 2026.
• Exercise: 80,745 shares at $0.24 per share (total $19,379) — reported as Code M (option exercise).
• Sale: 80,745 shares at a weighted average price of $5.47 (total ~$441,675) — reported as Code S. Individual sale prices ranged $5.39–$5.65 (see footnote F2).
• Footnotes: F1 — sales were executed under a Rule 10b5‑1 trading plan adopted June 12, 2025; F2 — weighted‑avg price with per‑trade range; F3 — option vested per schedule (25% 1/31/2018, then monthly vesting).
• Shares owned after the transaction: not specified in the excerpt provided (see the full Form 4 for total holdings).
• Filing timeliness: Form filed Feb 18, 2026 for a Feb 17, 2026 transaction — appears timely (Form 4 is generally due within 2 business days).

Context

• This was an option exercise followed by an immediate open‑market sale (a common cashless/monetization pattern). The sale was pre‑arranged under a 10b5‑1 plan, which is often used to avoid timing questions about insider trading. The vesting footnote indicates the options vested over time beginning in 2018.