Form 4: Marimed COO Timothy Shaw Converts RSUs, Adjusts Holdings

Marimed Inc. Chief Operating Officer Timothy Shaw converted 65,000 Restricted Stock Units into common stock and had 19,078 shares withheld for tax obligations.

Summary

• Timothy Shaw, Chief Operating Officer of Marimed Inc. (MRMD), converted 65,000 Restricted Stock Units (RSUs) into common stock on September 1, 2025.
• Following the RSU conversion, 19,078 shares of common stock were withheld by the Issuer to satisfy tax withholding obligations.
• The shares withheld for tax purposes were valued at $0.154 per share.
• After these transactions, Timothy Shaw directly beneficially owns 8,975,283 shares of common stock.
• Additionally, 2,000,000 shares of common stock are indirectly beneficially owned through The Shaw Family Trust, for which the reporting person disclaims beneficial ownership.
• The remaining 130,000 RSUs held by Mr. Shaw are scheduled to vest in two equal installments on March 1, 2026, and September 1, 2026.

Sentiment

Score: 5

Explanation: The filing reports routine insider transactions related to equity compensation vesting and tax withholding, which are standard and expected events, thus having a neutral sentiment.

Positives

• The conversion of 65,000 RSUs into common stock indicates the vesting of equity compensation, aligning management's interests with shareholders.
• The continued holding of a significant number of direct and indirect shares by the Chief Operating Officer demonstrates ongoing commitment to the company's performance.

Negatives

• 19,078 shares were withheld to cover tax obligations, which is a standard practice upon RSU vesting and not inherently negative, but it reduces the direct share count.

Future Outlook

The remaining 130,000 Restricted Stock Units held by Timothy Shaw are scheduled to vest in two equal installments on March 1, 2026, and September 1, 2026, indicating future equity compensation events.

Management Comments

• Timothy Shaw, Chief Operating Officer, converted 65,000 Restricted Stock Units into common stock.
• Mr. Shaw's spouse is the trustee of The Shaw Family Trust, which holds 2,000,000 shares for the benefit of his children, and Mr. Shaw disclaims beneficial ownership of these securities.

Related Party Transactions

• Disclosure of indirect beneficial ownership of 2,000,000 shares through The Shaw Family Trust, where the reporting person's spouse is the trustee and the shares are for the benefit of the reporting person's children. The reporting person disclaims beneficial ownership of these securities.

Stakeholder Impact

• Shareholders: Provides transparency regarding insider stock ownership and compensation activities, which is a routine disclosure.
• Employees: Reflects the standard process for equity compensation vesting for executives.

Next Steps

• The remaining 130,000 RSUs will vest in two equal installments on March 1, 2026, and September 1, 2026.

Key Dates

Keywords

Marimed Inc., MRMD, Timothy Shaw, Chief Operating Officer, SEC Form 4, Insider Transaction, Restricted Stock Units, RSU conversion, Equity Compensation, Stock Holdings, Tax Withholding