[Form 5] NutriBand Inc. Annual Statement of Beneficial Ownership

Rhea-AI Filing Summary

NutriBand (NTRB) CFO Gerald Goodman filed a Form 5 for the fiscal year ended 01/31/2025, reporting year-end holdings and prior transactions under Section 16. The filing shows 66,085 shares of common stock beneficially owned at fiscal year-end, held directly.

Reported transactions include: acquisition of 60,085 common shares at $1.93 on 10/27/2023; a warrant at $1.93 tied to 60,085 underlying shares with an expiration date of 10/27/2026; a stock option grant for 75,000 shares at $1.93 on 03/19/2024 expiring 03/19/2027; and a stock option grant for 17,667 shares at $7.34 on 01/23/2025 expiring 01/23/2028. Ownership is indicated as direct for the securities listed.

SEC Form 5

FORM 5

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL 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:			3235-0362
Estimated average burden
hours per response:			1.0

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Form 3 Holdings Reported.

Form 4 Transactions Reported.

1. Name and Address of Reporting Person^*

Goodman Gerald

(Last) (First) (Middle)

C/O NUTRIBAND INC.

121 S. ORANGE AVE, SUITE 1500

(Street)

ORLANDO FL 32801

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NutriBand Inc. [ NTRB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
01/31/2025

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 at end of Issuer's Fiscal Year (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
				Amount	(A) or (D)	Price
Common Stock	10/27/2023		X	60,085	A	$1.93	66,085	D

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)
					(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Warrant	$1.93	06/05/2024		X		60,085	10/27/2023	10/27/2026	Common Stock	60,085	$1.93	60,085	D
Stock Option	$1.93	03/19/2024		A	75,000		03/19/2024	03/19/2027	Common Stock	75,000	$1.93	75,000	D
Stock Option	$7.34	01/23/2025		A	17,667		01/23/2025	01/23/2028	Common Stock	17,667	$7.34	185,500	D

Explanation of Responses:

	/s/ Gerald Goodman	10/21/2025
	** 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.

FAQ

What did NutriBand (NTRB) disclose in this Form 5?

The CFO reported year-end beneficial ownership and prior insider transactions, including common stock, a warrant, and stock option grants.

How many NutriBand (NTRB) shares did the CFO own at year-end?

The filing shows 66,085 common shares beneficially owned at the end of the fiscal year 01/31/2025, held directly.

What common stock transaction was reported by NTRB's CFO?

An acquisition of 60,085 common shares at $1.93 on 10/27/2023.

What derivative securities are reported for NTRB's CFO?

A warrant at $1.93 with 60,085 underlying shares expiring 10/27/2026; stock options for 75,000 shares at $1.93 expiring 03/19/2027; and 17,667 shares at $7.34 expiring 01/23/2028.

What is the reporting period for this Form 5 for NTRB?

The statement covers the issuer’s fiscal year ended 01/31/2025.

Is the ownership direct or indirect for the reported NTRB holdings?

The filing indicates direct ownership for the listed securities.