SONNE STEPHEN 4

What Happened

• Stephen Sonne, Chief Legal Officer of Palladyne AI Corp. (PDYN), was granted 25,000 restricted stock units (RSUs) on March 10, 2026 (acquired at $0.00). On March 12, 2026 he disposed of 6,802 shares in an open-market sale at $7.55 per share, generating $51,355. The sale was executed to cover income tax withholding related to RSU settlement.

Key Details

• Transactions: Grant (A) — 25,000 RSUs on 2026-03-10 (reported $0.00); Sale (S) — 6,802 shares on 2026-03-12 at $7.55/share for $51,355.
• Post-transaction shares: Footnotes indicate 17,500 RSUs settled on March 10, 2026 and were reduced by the 6,802 shares sold, leaving 10,698 shares from that settlement; the full 25,000 RSU award remains subject to the plan/vesting terms described below.
• Footnotes: F1 describes the RSU award under the 2021 Equity Incentive Plan and its vesting schedule; F2 confirms the sale was a sell-to-cover for taxes (not a discretionary sale); F3 notes 17,500 RSUs settled on March 10, 2026 and were reduced by the-tax sale.
• Filing timeliness: Form 4 was filed on March 12, 2026 for transactions on March 10 and March 12 — within the standard two-business-day Form 4 reporting window (i.e., not marked late).

Context

• The sale was a sell-to-cover to satisfy tax withholding obligations tied to RSU settlement and is routinely used by companies; such transactions do not necessarily indicate the insider’s view of the company’s prospects. The RSU award itself (an A code) is a non-cash grant; purchases are generally more informative about bullish insider sentiment than routine tax-withholding sales.