Form 4: ELUTIA CFO Matthew Ferguson Reports Routine Stock Vesting and Tax-Related Share Disposition
Insider Transaction Report
ELUTIA Inc.'s Chief Financial Officer, Matthew Ferguson, reported the vesting of restricted stock units and a subsequent disposition of shares to cover tax obligations, as detailed in a recent SEC Form 4 filing.
Summary
- Matthew Ferguson, Chief Financial Officer of ELUTIA Inc. (ELUT), reported changes in his beneficial ownership of company stock.
- On June 10, 2025, Mr. Ferguson acquired 12,500 shares of Class A Common Stock through the vesting of restricted stock units (RSUs).
- Following this acquisition, his direct beneficial ownership of Class A Common Stock increased to 354,878 shares.
- Concurrently, 4,461 shares of Class A Common Stock were disposed of at a price of $1.99 per share to satisfy tax withholding requirements related to the RSU vesting.
- After the tax-related disposition, Mr. Ferguson's direct beneficial ownership of Class A Common Stock stands at 350,417 shares.
- The transaction also reflects the disposition of 12,500 restricted stock units from his derivative holdings, leaving him with 75,000 unvested restricted stock units.
- The original grant of 150,000 restricted stock units occurred on January 31, 2024, with a vesting schedule that includes 1/6 vesting on June 10, 2024, and 1/12 vesting quarterly thereafter until December 10, 2026.
Sentiment
Score: 6
Explanation: The sentiment is neutral to slightly positive. While there's a disposition of shares, it's for tax purposes related to compensation, which is a routine and expected event. The vesting itself is a positive for the executive, reflecting earned compensation and continued alignment with company performance.
Positives
- The vesting of 12,500 restricted stock units represents a realization of compensation for the Chief Financial Officer, indicating continued alignment of management interests with shareholder value.
- The increase in direct beneficial ownership of Class A Common Stock to 350,417 shares after the transactions demonstrates a significant personal stake in the company's performance.
Negatives
- A disposition of 4,461 shares occurred to cover tax withholding, which is a standard practice but reduces the total number of shares held by the officer.
Future Outlook
The document indicates a structured vesting schedule for the remaining 75,000 restricted stock units held by the CFO, with quarterly vesting events continuing until December 10, 2026. This suggests a predictable future inflow of shares to the CFO as part of his compensation plan.
Industry Context
This Form 4 filing is a routine disclosure of insider stock transactions, specifically related to executive compensation through restricted stock units. Such filings are common across all publicly traded companies as a mechanism for transparency regarding management's equity holdings and compensation realization.
Stakeholder Impact
- Shareholders: The report provides transparency into executive compensation and stock ownership, which can influence investor confidence. The disposition of shares for tax purposes is a minor dilution event but is standard and expected.
- Employees: The vesting of RSUs for a key executive may signal the company's commitment to performance-based compensation.
Next Steps
- Future quarterly vesting of the remaining 75,000 restricted stock units held by Matthew Ferguson, scheduled until December 10, 2026.
Key Dates
| Date | Description |
|---|---|
| 01/31/2024 | Date when Matthew Ferguson was granted 150,000 restricted stock units. |
| 06/10/2024 | First vesting date for 1/6 of the granted restricted stock units. |
| 09/10/2024 | Quarterly vesting date for 1/12 of the restricted stock units. |
| 12/10/2024 | Quarterly vesting date for 1/12 of the restricted stock units. |
| 03/10/2025 | Quarterly vesting date for 1/12 of the restricted stock units. |
| 06/10/2025 | Transaction date for the reported RSU vesting and share disposition; also a quarterly vesting date for 1/12 of the restricted stock units. |
| 06/12/2025 | Signature date of the Form 4 filing. |
| 09/10/2025 | Quarterly vesting date for 1/12 of the restricted stock units. |
| 12/10/2025 | Quarterly vesting date for 1/12 of the restricted stock units. |
| 03/10/2026 | Quarterly vesting date for 1/12 of the restricted stock units. |
| 06/10/2026 | Quarterly vesting date for 1/12 of the restricted stock units. |
| 09/10/2026 | Quarterly vesting date for 1/12 of the restricted stock units. |
| 12/10/2026 | Final quarterly vesting date for 1/12 of the restricted stock units. |
Keywords
ELUTIA, ELUT, Form 4, Insider Trading, Stock Ownership, CFO, Restricted Stock Units, RSU, Stock Vesting, Beneficial Ownership, Executive Compensation
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