MRMD.OQBMarimed INC

Form 4: Marimed COO Timothy Shaw Converts RSUs to Common Stock

Sentiment:

Insider Transaction Report


Marimed's Chief Operating Officer, Timothy Shaw, reported the conversion of 81,250 Restricted Stock Units into common stock, with a portion withheld for tax obligations.

Summary

  • Timothy Shaw, Chief Operating Officer of Marimed Inc. (MRMD), reported changes in his beneficial ownership of company securities.
  • On November 29, 2025, 81,250 Restricted Stock Units (RSUs) converted into an equal number of common stock shares.
  • Concurrently, 23,847 shares of common stock were disposed of by the Issuer to satisfy tax withholding obligations related to the RSU vesting, valued at $0.0896 per share.
  • Following these transactions, Timothy Shaw directly beneficially owns 9,191,315 shares of common stock.
  • He also indirectly beneficially owns 2,000,000 shares of common stock through the Shaw Family Trust, for which he disclaims beneficial ownership.
  • Timothy Shaw continues to hold 162,500 derivative securities in the form of Restricted Stock Units.

Sentiment

Score: 5

Explanation: The filing is a factual report of an insider's routine equity compensation transaction (RSU vesting and tax withholding). It does not contain information that would typically be interpreted as positive or negative for the company's operational or financial performance.

Positives

  • The vesting of 81,250 Restricted Stock Units (RSUs) converts equity awards into common stock, increasing the insider's direct shareholding.

Negatives

  • 23,847 shares of common stock were withheld by the Issuer to cover tax withholding obligations, reducing the net shares received from the RSU conversion.

Future Outlook

The remaining 162,500 Restricted Stock Units (RSUs) held by Timothy Shaw are scheduled to vest in four equal installments on May 29, 2026, November 29, 2026, May 29, 2027, and November 29, 2027.

Industry Context

This Form 4 filing is a routine regulatory disclosure of an insider's change in beneficial ownership, specifically related to equity compensation. It does not provide information directly related to broader industry trends or competitive positioning.

Related Party Transactions

  • Timothy Shaw indirectly beneficially owns 2,000,000 shares of common stock through the Shaw Family Trust. His spouse is the trustee, and the shares are for the benefit of his children. Timothy Shaw disclaims beneficial ownership of these securities for Section 16 purposes.

Stakeholder Impact

  • Shareholders: This is a routine insider transaction and is unlikely to have a significant direct impact on other shareholders. It provides transparency regarding executive equity holdings.
  • Employees: The vesting of RSUs is a standard component of executive compensation, aligning management interests with shareholder value.

Next Steps

  • Future vesting of 162,500 Restricted Stock Units in four equal installments on May 29, 2026, November 29, 2026, May 29, 2027, and November 29, 2027.

Key Dates

DateDescription
11/29/2024Date the Restricted Stock Units (RSUs) were granted.
11/29/2025Date of RSU conversion to common stock and shares disposed for tax withholding.
12/01/2025Date the Statement of Changes in Beneficial Ownership was signed.
05/29/2026First future vesting date for remaining Restricted Stock Units.
11/29/2026Second future vesting date for remaining Restricted Stock Units.
05/29/2027Third future vesting date for remaining Restricted Stock Units.
11/29/2027Fourth and final future vesting date for remaining Restricted Stock Units.

Keywords

Marimed, MRMD, Timothy Shaw, COO, SEC Form 4, Insider Transaction, Restricted Stock Units, RSU, Beneficial Ownership, Equity Compensation, Stock Vesting

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