Form 4: Director Salhany Boosts Stake in 22nd Century Group
Insider Transaction Disclosure
22nd Century Group Director Lucille S. Salhany acquired restricted stock units and stock options, increasing her beneficial ownership.
Summary
- Lucille S. Salhany, a Director of 22nd Century Group, Inc. (XXII), reported transactions on November 10, 2025.
- Acquired 11,006 shares of Common Stock in the form of Restricted Stock Units (RSUs) at a price of $0.
- These RSUs will vest 1/3 per year on November 10, 2026, 2027, and 2028, contingent on continued service with the company.
- Acquired 33,020 Non-Qualified Stock Options at a price of $0, with an exercise price of $1.27.
- These options were granted on November 10, 2025, and will expire on November 10, 2035.
- The options vest 1/3 per year on the anniversary of the grant date, subject to continued service.
- Following these transactions, Salhany beneficially owns 11,114 shares of Common Stock directly.
- The reported share amounts reflect an adjustment for a 1-for-23 stock split effectuated by the issuer on June 20, 2025.
- Additionally, Salhany holds 322 Non-Qualified Stock Options with an exercise price of $46.23, expiring on March 10, 2035, also adjusted for the stock split.
Sentiment
Score: 6
Explanation: The filing indicates a director's increased equity stake through compensation grants, which is generally viewed as a positive for aligning management interests with shareholders. However, it is a routine compensation disclosure rather than a direct investment, hence a moderately positive score.
Positives
- A director increasing their equity stake through grants aligns their interests with those of shareholders, potentially signaling confidence in the company's future performance.
- The acquisition of 11,006 Restricted Stock Units and 33,020 Non-Qualified Stock Options at a $0 transaction price represents a significant increase in the director's potential ownership.
Stakeholder Impact
- Shareholders: The increased equity ownership by a director through compensation grants can be seen as a positive signal, aligning the director's financial interests with the long-term performance of the company and shareholder value.
Next Steps
- Vesting of 1/3 of Restricted Stock Units on November 10, 2026, 2027, and 2028, subject to continued service.
- Vesting of 1/3 of Non-Qualified Stock Options annually on the anniversary of the grant date (November 10), subject to continued service.
Key Dates
| Date | Description |
|---|---|
| 03/10/2035 | Expiration date for 322 existing Non-Qualified Stock Options. |
| 06/20/2025 | Date of 1-for-23 stock split effectuated by the issuer. |
| 11/10/2025 | Date of earliest transaction, including acquisition of RSUs and Non-Qualified Stock Options. |
| 11/10/2026 | First vesting date for 1/3 of the acquired Restricted Stock Units. |
| 11/10/2027 | Second vesting date for 1/3 of the acquired Restricted Stock Units. |
| 11/10/2028 | Third and final vesting date for 1/3 of the acquired Restricted Stock Units. |
| 11/10/2035 | Expiration date for the newly acquired 33,020 Non-Qualified Stock Options. |
| 11/13/2025 | Signature date of the reporting person for the Form 4 filing. |
Keywords
22nd Century Group, XXII, Lucille S. Salhany, Director, SEC Form 4, Insider Transaction, Restricted Stock Units, Stock Options, Beneficial Ownership, Equity Compensation, Stock Split
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