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Sphere 3D (ANY) CEO exercises RSUs, sells 9,800 shares for tax withholding

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Sphere 3D Corp. CEO and CFO Kurt L. Kalbfleisch reported routine equity compensation activity. On March 12, 2026, he exercised 18,358 Restricted Stock Units (RSUs), receiving the same number of common shares at a conversion price of $0.00 per share, increasing his direct common holdings to 74,255 shares. On March 13, 2026, he sold 9,800 common shares at $1.59 per share; a footnote explains this sale was made to satisfy the company’s tax withholding obligations related to the RSU vesting, indicating it was not a discretionary open‑market liquidation. After these transactions, he directly held 64,455 common shares and 229,297 RSUs with scheduled vesting through 2027. The filing also notes small indirect holdings of 215 common shares each held by his daughter and son.

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Insider Kalbfleisch Kurt L.
Role CEO and CFO
Sold 9,800 shs ($16K)
Type Security Shares Price Value
Sale Common Stock 9,800 $1.59 $16K
Exercise Restricted Stock Unit (RSU) 18,358 $0.00 --
Exercise Common Stock 18,358 $0.00 --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 64,455 shares (Direct); Restricted Stock Unit (RSU) — 229,297 shares (Direct); Common Stock — 215 shares (Indirect, By Daughter)
Footnotes (1)
  1. Each RSU represents a contingent right to receive one share of Sphere 3D Corp. common stock. This transaction represents the sale of shares by the reporting person to satisfy the issuer's tax withholding obligations in connection with the release of vested RSUs on March 12, 2026. The common share balance has been adjusted to reflect the issuer's 1 for 10 reverse stock split effective February 9, 2026. 8,983 shares vested on December 31, 2025 and 9,375 shares vested on March 1, 2026. The RSUs reported under Column 9 include four awards. The underlying outstanding shares and vesting schedules are as follows: (i) 1,172 shares vest on 3/31/2026; (ii) 31,250 outstanding shares of which 7,813 vests on March 31, 2026 and June 30, 2026 and 7,812 vests on September 30, 2026 and Dec 31, 2026; (iii) 46,875 shares outstanding of which 9,375 shares vest quarterly from June 1, 2026 until June 1, 2027; and (iv) 150,000 shares outstanding which vest in full on March 4, 2027.
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Kalbfleisch Kurt L.
(Last) (First) (Middle)
C/O SPHERE 3D CORP.
243 TRESSER BLVD., 17TH FLOOR
(Street)
STAMFORD CT 06901
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Sphere 3D Corp. [ ANY ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
CEO and CFO
3. Date of Earliest Transaction (Month/Day/Year)
03/12/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 03/12/2026 M 18,358 A (1) 74,255 D
Common Stock(2) 03/13/2026 S 9,800 D $1.59 64,455(3) D
Common Stock 215(3) I By Daughter
Common Stock 215(3) I By Son
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Unit (RSU) (1) 03/12/2026 M 18,358 (4) (4) Common Stock 18,358 (1) 229,297(5) D
Explanation of Responses:
1. Each RSU represents a contingent right to receive one share of Sphere 3D Corp. common stock.
2. This transaction represents the sale of shares by the reporting person to satisfy the issuer's tax withholding obligations in connection with the release of vested RSUs on March 12, 2026.
3. The common share balance has been adjusted to reflect the issuer's 1 for 10 reverse stock split effective February 9, 2026.
4. 8,983 shares vested on December 31, 2025 and 9,375 shares vested on March 1, 2026.
5. The RSUs reported under Column 9 include four awards. The underlying outstanding shares and vesting schedules are as follows: (i) 1,172 shares vest on 3/31/2026; (ii) 31,250 outstanding shares of which 7,813 vests on March 31, 2026 and June 30, 2026 and 7,812 vests on September 30, 2026 and Dec 31, 2026; (iii) 46,875 shares outstanding of which 9,375 shares vest quarterly from June 1, 2026 until June 1, 2027; and (iv) 150,000 shares outstanding which vest in full on March 4, 2027.
By: Denise Garrett For: Kurt Kalbfleisch 03/13/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Sphere 3D (ANY) report for Kurt L. Kalbfleisch?

Sphere 3D reported that CEO and CFO Kurt L. Kalbfleisch exercised 18,358 RSUs into common stock and sold 9,800 common shares at $1.59 each. The sale was to cover tax withholding obligations tied to the RSU vesting, not a discretionary liquidation.

How many Sphere 3D (ANY) shares did the CEO sell and at what price?

Kurt L. Kalbfleisch sold 9,800 Sphere 3D common shares at $1.59 per share. A footnote states the sale was executed to satisfy the issuer’s tax withholding obligations in connection with the release of vested RSUs on March 12, 2026.

What RSU activity did Sphere 3D’s CEO report in this Form 4?

The CEO exercised 18,358 Restricted Stock Units, receiving 18,358 common shares at a $0.00 conversion price. After this exercise, he held 229,297 RSUs in total, spanning four awards with vesting schedules running through March 31, 2026, June 1, 2027, and March 4, 2027.

What are Kurt L. Kalbfleisch’s Sphere 3D share holdings after these transactions?

Following the reported transactions, he directly held 64,455 Sphere 3D common shares and 229,297 RSUs. The filing also notes indirect ownership of 215 common shares held by his daughter and 215 common shares held by his son, in addition to his direct holdings.

Was the Sphere 3D (ANY) insider sale a routine tax withholding event?

Yes. A footnote clarifies the 9,800-share sale was executed to satisfy Sphere 3D’s tax withholding obligations associated with vested RSUs released on March 12, 2026. This characterizes the sale as a tax-related transaction rather than a discretionary open-market share reduction.

What future vesting schedule is associated with the CEO’s remaining Sphere 3D RSUs?

The 229,297 RSUs include four awards with detailed vesting. Tranches vest on March 31, 2026; quarterly from March 31 and June 30, 2026; quarterly from June 1, 2026 until June 1, 2027; and a 150,000-share award vesting in full on March 4, 2027.