Form 4: Cardiff Lexington Director Receives Equity Grants

Cardiff Lexington Corp director Gillard B. Johnson III received restricted stock awards and stock options under the company's 2024 Equity Incentive Plan.

Summary

• Gillard B. Johnson III, a Director and 10% Owner of Cardiff Lexington Corp (CDIX), reported equity transactions.
• On September 26, 2025, he was granted two restricted stock awards under the Issuer's 2024 Equity Incentive Plan.
• The first award was for 5,000 shares of Common Stock, which vested in full on the grant date.
• The second award was for 5,000 shares of Common Stock, with 1,250 shares vesting immediately and the remaining 3,750 shares vesting quarterly over three quarters commencing October 1, 2025.
• On December 11, 2025, he was granted a stock option to purchase 50,000 shares of Common Stock at an exercise price of $1.729 per share, also under the 2024 Equity Incentive Plan.
• This stock option will vest quarterly over four quarters, commencing on January 1, 2026, and has an expiration date of December 11, 2035.
• Following these transactions, his direct beneficial ownership of non-derivative common stock is 20,000 shares, and he holds options for 50,000 shares.

Sentiment

Score: 7

Explanation: The grants of restricted stock and stock options to a director and 10% owner are a positive indicator of continued commitment and alignment of interests with the company's long-term performance and shareholder value.

Positives

• The equity grants align the director's financial interests with those of the shareholders, promoting long-term value creation.
• The vesting schedules for both the restricted stock and stock options incentivize the director's continuous service and commitment to the company.

Future Outlook

The second restricted stock award will continue to vest quarterly for three quarters commencing October 1, 2025. The stock option for 50,000 shares will vest quarterly for four quarters commencing January 1, 2026, contingent on the reporting person's continuous service.

Industry Context

Equity grants to directors are a standard practice in publicly traded companies, serving as a key component of executive and board compensation. This mechanism is widely used across industries to incentivize long-term performance and align the interests of company leadership with those of shareholders.

Comparison to Industry Standards

• Equity compensation, including restricted stock and stock options with vesting schedules, is a common and accepted practice for director remuneration across various industries.
• The specific terms of these grants (e.g., number of shares, exercise price, vesting periods) would typically be benchmarked against peer companies within Cardiff Lexington Corp's industry, though specific comparative data is not provided in this filing.

Corporate Governance

Stakeholder Impact

• Shareholders: The equity grants are intended to align the director's financial incentives with the creation of shareholder value, potentially leading to more focused long-term decision-making.
• Management: The incentivization of a key director through equity compensation supports stable leadership and commitment to the company's strategic goals.

Next Steps

• Quarterly vesting of the remaining 3,750 shares from the second restricted stock award, commencing October 1, 2025.
• Quarterly vesting of the 50,000 stock options, commencing January 1, 2026, subject to continuous service.

Key Dates

Keywords

Cardiff Lexington Corp, CDIX, Form 4, insider transaction, equity incentive plan, restricted stock, stock option, director compensation, beneficial ownership