SMSI (NASDAQ: SMSI) chair reports tax-withholding share disposition and trust holdings

Rhea-AI Filing Summary

SMITH MICRO SOFTWARE, INC. director and Executive Chairman William W. Smith Jr. reported routine changes in his share holdings. The filing shows 1,618 shares of common stock were withheld at an average vesting price of $0.8685 per share to cover income taxes, which is a non‑market tax-withholding disposition rather than an open‑market sale. After this event he holds 293,520 shares directly and 5,517,674 shares indirectly through the Smith Living Trust.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider SMITH WILLIAM W JR

Role Executive Chairman

Type	Security	Shares	Price	Value
Tax Withholding	Common stock	1,618	$0.8685	$1K
holding	Common stock	--	--	--

Holdings After Transaction: Common stock — 293,520 shares (Direct, null); Common stock — 5,517,674 shares (Indirect, Smith Living Trust)

Footnotes (1)

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Key Figures

Tax-withholding shares: 1,618 shares Average vesting price: $0.8685 per share Direct holdings after transaction: 293,520 shares +1 more

4 metrics

Tax-withholding shares 1,618 shares Common stock withheld for income taxes

Average vesting price $0.8685 per share Price used for tax-withholding shares

Direct holdings after transaction 293,520 shares Common stock held directly after 2026-05-14

Indirect holdings via trust 5,517,674 shares Common stock held through Smith Living Trust

Key Terms

tax-withholding disposition, Smith Living Trust, Payment of exercise price or tax liability by delivering securities, Executive Chairman

4 terms

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Smith Living Trust financial

"nature_of_ownership": "Smith Living Trust""

Payment of exercise price or tax liability by delivering securities financial

"transaction_code_description": "Payment of exercise price or tax liability by delivering securities""

Executive Chairman financial

"officer_title": "Executive Chairman""

An executive chairman is the board leader who also takes an active role in running the company, combining oversight of the board with hands-on involvement in strategy and major decisions. For investors, this matters because it concentrates influence in one person—like a team captain who both sets the game plan and plays on the field—so their judgment can speed decisions but also increases governance and succession risk that can affect stock value.

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^*

SMITH WILLIAM W JR

(Last) (First) (Middle)

5800 CORPORATE DRIVE

(Street)

PITTSBURGH PENNSYLVANIA 15237

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
SMITH MICRO SOFTWARE, INC. [ SMSI ]

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

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Executive Chairman

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/14/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common stock	05/14/2026		F		1,618	D	$0.8685(1)	293,520	D
Common stock								5,517,674	I	Smith Living Trust

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

Explanation of Responses:

1. Shares withheld, at an average vesting price of $0.8685 per share, for the payment of income taxes.

	/s/ Jennifer M. Reinke as attorney-in-fact for William W. Smith, Jr.	05/18/2026
	** 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)

FAQ

What insider transactions did SMSI executive William W. Smith Jr. report on this Form 4?

William W. Smith Jr. reported a tax-related share disposition. The filing shows 1,618 SMSI common shares were withheld at an average vesting price of $0.8685 per share to pay income taxes linked to vesting, rather than sold in the open market.

Was the SMSI Form 4 transaction by William W. Smith Jr. an open-market sale?

The Form 4 does not show an open-market sale. Instead, 1,618 SMSI shares were disposed of as a tax-withholding transaction at an average vesting price of $0.8685 per share to satisfy income tax obligations on vested equity.

How many SMITH MICRO SOFTWARE (SMSI) shares does William W. Smith Jr. hold after this Form 4?

After the reported transactions, William W. Smith Jr. holds 293,520 SMSI common shares directly. He also has 5,517,674 SMSI shares held indirectly through the Smith Living Trust, according to the ownership details disclosed in the Form 4 filing.

What does the tax-withholding disposition on SMSI shares mean for investors?

The tax-withholding disposition reflects shares used to pay taxes on vested equity, not a discretionary sale. 1,618 SMSI shares were withheld at $0.8685 per share, which is a standard administrative step associated with equity compensation rather than a market-timing decision.

How is the Smith Living Trust involved in William W. Smith Jr.’s SMSI holdings?

The Form 4 shows that 5,517,674 SMSI common shares are held indirectly through the Smith Living Trust. This means those shares are owned via the trust structure, while 293,520 shares are reported as directly held by William W. Smith Jr. personally.