Cadiz (CDZI) CFO Jacinto Hernandez Receives 1.6M Awards

What Happened

• Jacinto J. Hernandez, Chief Financial Officer of Cadiz Inc. (CDZI), received equity awards on 2026-09-09: 800,000 restricted stock units (RSUs) and 800,000 performance stock units (PSUs). Both grants are reported as awards (code A) with a reported acquisition price of $0.00.
• The RSUs vest ratably: 200,000 shares vested on the grant date and the remaining 600,000 vest in twelve quarterly installments of 50,000 each (subject to continued service). The PSUs are performance-contingent: four tranches of 200,000 PSUs vest upon reaching stock-price hurdles of $6, $8, $10 and $12 per share (each tranche subject to continued service).
• All vested RSUs and PSUs will be settled by delivery of one share of common stock per vested unit on the earlier of (a) the fifth anniversary of the grant date or (b) the officer’s separation from service. The insider disclaims beneficial ownership of the unvested units until they vest.

Key Details

• Transaction date: September 9, 2026. Filing date: September 11, 2026 (filed within the usual Form 4 deadline).
• Reported consideration: $0.00 per unit (standard for grants/awards).
• Award totals: 800,000 RSUs + 800,000 PSUs = 1,600,000 units.
• Shares owned after transaction: Not disclosed in this filing.
• Notable footnotes: RSUs include an immediate 200,000- share partial vest on grant; PSUs vest only if price hurdles ($6 / $8 / $10 / $12) are met; both award types settle in shares and are employment inducement awards under Nasdaq Rule 5635(c)(4). The reporting person disclaims beneficial ownership until vesting.

Context

• These are grant awards (not open-market buys or sales). Grants compensate or incent executives and do not require an immediate cash outlay by the insider.
• PSUs are contingent on stock-price performance; they only convert into shares if the specified price targets are met and the insider remains in service.
• For retail investors, awards signal management compensation/retention decisions but are not the same as insider purchases (which some investors view as a direct bullish signal).