Palladyne AI (PDYN) CTO sells 15,149 shares in tax-related RSU transaction

Filing Impact

(Neutral)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Palladyne AI Corp. chief technology officer Denis Garagic reported a tax-related share sale linked to vesting stock awards. He sold 15,149 shares of common stock in open-market transactions at a weighted-average price of $5.5463 per share to cover income tax liabilities from restricted stock unit (RSU) vesting under sell-to-cover arrangements, which are described as non-discretionary. These sales occurred across multiple trades between $5.295 and $5.6301 per share. Following the sale and the settlement of 34,601 RSUs on March 29, 2026, Garagic holds 577,135 shares of Palladyne AI common stock, including shares represented by RSUs.

Insider Trade Summary

Net Seller: 15,149 shares ($84,021)

Net Sell 1 txn

Insider GARAGIC DENIS

Role CHIEF TECHNOLOGY OFFICER

Sold 15,149 shs ($84K)

Type	Security	Shares	Price	Value
Sale	Common Stock	15,149	$5.5463	$84K

Holdings After Transaction: Common Stock — 577,135 shares (Direct)

Footnotes (1)

Represents shares of common stock sold to cover income tax liabilities in connection with the vesting of restricted stock unit awards pursuant to sell-to-cover arrangements implemented by the Issuer, which the Reporting Person may elect to pay in cash, and does not represent discretionary transactions by the Reporting Person. The "Amount" and "Price" reported in this Column 4 reflect the aggregate number and weighted-average price, respectively, of shares sold. These shares were sold in multiple transactions at prices ranging from $5.295 to $5.6301, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein. Includes shares represented by RSUs, of which 34,601 settled on March 29, 2026 and were then reduced by the 15,149 shares sold for taxes as reported on this Form 4.

Key Figures

Shares sold: 15,149 shares Weighted-average sale price: $5.5463 per share Post-transaction holdings: 577,135 shares +2 more

5 metrics

Shares sold 15,149 shares Open-market sale to cover income taxes on RSU vesting

Weighted-average sale price $5.5463 per share Average price for 15,149 shares sold

Post-transaction holdings 577,135 shares Common stock held after transaction, including RSU shares

RSUs settled 34,601 RSUs RSUs settling into shares on March 29, 2026

Sale price range $5.295–$5.6301 per share Multiple transactions within this price range

Key Terms

restricted stock unit, sell-to-cover arrangements, weighted-average price, RSUs

4 terms

restricted stock unit financial

"in connection with the vesting of restricted stock unit awards pursuant to sell-to-cover arrangements"

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

sell-to-cover arrangements financial

"awards pursuant to sell-to-cover arrangements implemented by the Issuer"

weighted-average price financial

"reflect the aggregate number and weighted-average price, respectively, of shares sold"

RSUs financial

"Includes shares represented by RSUs, of which 34,601 settled on March 29, 2026"

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

Form 4 Insider Transactions: What Each Field Means →

03/31/2026 - 06:47 PM

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^*

GARAGIC DENIS

(Last)

(First)

(Middle)

C/O PALLADYNE AI CORP.

650 SOUTH 500 WEST, SUITE 150

(Street)

SALT LAKE CITY

UTAH

84101

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Palladyne AI Corp. [ PDYN ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	CHIEF TECHNOLOGY OFFICER

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/30/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/30/2026		S⁽¹⁾		15,149	D	$5.5463⁽²⁾	577,135⁽³⁾	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents shares of common stock sold to cover income tax liabilities in connection with the vesting of restricted stock unit awards pursuant to sell-to-cover arrangements implemented by the Issuer, which the Reporting Person may elect to pay in cash, and does not represent discretionary transactions by the Reporting Person.

2. The "Amount" and "Price" reported in this Column 4 reflect the aggregate number and weighted-average price, respectively, of shares sold. These shares were sold in multiple transactions at prices ranging from $5.295 to $5.6301, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.

3. Includes shares represented by RSUs, of which 34,601 settled on March 29, 2026 and were then reduced by the 15,149 shares sold for taxes as reported on this Form 4.

	/s/ Stephen Sonne, attorney-in-fact on behalf of Denis Garagic	03/31/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Palladyne AI (PDYN) report for Denis Garagic?

Palladyne AI reported that CTO Denis Garagic sold 15,149 common shares. The filing explains the sale covered income tax liabilities tied to RSU vesting under sell-to-cover arrangements, rather than reflecting a discretionary decision to reduce his investment.

At what price did Denis Garagic sell Palladyne AI (PDYN) shares?

Denis Garagic sold 15,149 Palladyne AI shares at a weighted-average price of $5.5463. Footnotes note multiple trades within a $5.295 to $5.6301 range and offer to provide full trade breakdowns to the company, shareholders, or SEC staff upon request.

Why were Palladyne AI (PDYN) shares sold in Denis Garagic’s Form 4 filing?

The shares were sold to cover income tax liabilities arising from the vesting of restricted stock unit awards. The filing states these sell-to-cover arrangements are implemented by Palladyne AI and do not represent discretionary trading decisions by Denis Garagic.

How many Palladyne AI (PDYN) shares does Denis Garagic hold after this transaction?

After the tax-related sale, Denis Garagic holds 577,135 Palladyne AI common shares. This figure includes shares represented by RSUs, with 34,601 RSUs settling on March 29, 2026 before 15,149 of those shares were sold to satisfy tax obligations.

What RSU activity for Palladyne AI (PDYN) is disclosed in Denis Garagic’s Form 4?

The filing notes that 34,601 RSUs settled into Palladyne AI common shares on March 29, 2026. Of these, 15,149 shares were immediately sold under sell-to-cover arrangements to pay income taxes, leaving the remainder reflected in Garagic’s post-transaction holdings.