Form 4: Marimed CEO Levine Converts RSUs, Adjusts Holdings

Marimed Inc.'s President and CEO, Jon R. Levine, reported the conversion of Restricted Stock Units into common stock and a subsequent sale to cover tax obligations.

Summary

• Jon R. Levine, President and CEO, Director, and 10% Owner of Marimed Inc. (MRMD), reported transactions on December 15, 2025.
• Acquired 89,859 shares of common stock through the conversion of Restricted Stock Units (RSUs) at an exercise price of $0.
• Disposed of 26,374 shares of common stock at a price of $0.1071 to satisfy tax withholding obligations related to the RSU vesting.
• Following these transactions, Levine directly owns 21,136,200 shares and indirectly owns 6,684,640 shares through the Jon Levine Family Trust, though he disclaims beneficial ownership of the trust's shares.
• The RSUs were granted on May 9, 2025, and no unvested RSUs remain from this specific grant.
• The transaction was made pursuant to a Rule 10b5-1(c) plan.

Sentiment

Score: 5

Explanation: Neutral. This is a routine insider transaction related to executive compensation and tax obligations, not indicative of a significant positive or negative shift in company fundamentals or management's view of the company.

Positives

• The vesting of RSUs indicates a compensation event for the CEO, aligning his interests with shareholders.
• The transaction was executed under a Rule 10b5-1(c) plan, suggesting a pre-planned and automated transaction rather than a discretionary sale.

Negatives

• A portion of the acquired shares (26,374 shares) was immediately sold to cover tax withholding obligations, resulting in a net decrease in direct beneficial ownership from the RSU conversion amount.

Future Outlook

NA

Industry Context

This is a routine insider transaction filing and does not provide broader industry context.

Stakeholder Impact

• Shareholders: Minor dilution from RSU conversion, but largely offset by the routine nature of the transaction and tax-related sale. No significant impact on overall share structure or value.

Key Dates

Recommendation

This Form 4 filing details a routine insider transaction involving the vesting of Restricted Stock Units and a subsequent sale to cover tax liabilities. Such transactions are common for executive compensation and are generally not indicative of a change in the company's fundamental outlook or management's confidence. The transaction was pre-planned under a 10b5-1 plan, further reducing its interpretative significance as a discretionary action. Therefore, it provides no new information to warrant a change in investment recommendation; a 'hold' stance is maintained based on existing company fundamentals.

Keywords

Marimed Inc., MRMD, Jon R. Levine, Form 4, Insider Trading, Beneficial Ownership, Restricted Stock Units, RSU Conversion, Tax Withholding, 10b5-1 Plan, CEO Stock Transactions