Carlsmed Inc.

09/10/2026 | Press release | Distributed by Public on 09/10/2026 16:37

Initial Statement of Beneficial Ownership (Form 3)

FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Bertolini Jeffrey
2. Date of Event Requiring Statement (Month/Day/Year)
09/08/2026
3. Issuer Name and Ticker or Trading Symbol
CARLSMED, INC. [CARL]
(Last) (First) (Middle)
1800 ASTON AVENUE, SUITE 100
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Operating Officer
5. If Amendment, Date Original Filed (Month/Day/Year)
(Street)
CARLSBAD, CA 92008
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 22,489(1) D
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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 control number.
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) (2) 07/21/2035 Common Stock 35,714 $15 D
Stock Option (Right to Buy) (3) 04/09/2035 Common Stock 22,402 $5.92 D
Stock Option (Right to Buy) (4) 11/12/2034 Common Stock 6,068 $2.23 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Bertolini Jeffrey
1800 ASTON AVENUE
SUITE 100
CARLSBAD, CA 92008
Chief Operating Officer

Signatures

/s/ Leonard Greenstein, as attorney-in-fact for Jeffrey Bertolini 09/10/2026
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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).
(1) Constitutes an award of restricted stock units ("RSUs") for which the Reporting Person is entitled to receive one (1) share of the Issuer's Common Stock for each RSU upon vesting. The RSUs will vest in three equal annual installments beginning on the first anniversary of the grant date, January 28, 2026, subject to the Reporting Person's continued service through each such vesting date.
(2) Includes 35,714 stock options exercisable into 35,714 shares of the Issuer's common stock, which began to vest on July 22, 2025 and shall vest in equal installments on each quarterly anniversary thereafter, subject to the Reporting Person's continued service through each such vesting date. 8,928 of these stock options are fully vested and exercisable stock options and 26,786 of these stock options are unvested stock options and will be fully vested on July 22, 2029.
(3) Includes 22,402 unvested stock options exercisable into 22,402 shares of the Issuer's common stock. The stock options (which represent a portion of an original grant of 35,842 stock options exercisable into approximately 35,842 shares of the Issuer's common stock (the "Original Grant")) began to vest on March 3, 2025, subject to a one-year cliff, and shall vest in equal installments on each monthly anniversary thereafter, subject to the Reporting Person's continued service through each such vesting date. The Reporting Person previously exercised 13,440 of the stock options from the Original Grant.
(4) Includes 6,068 unvested stock options exercisable into 6,068 shares of the Issuer's common stock. The stock options (which represent a portion of an original grant of 11,649 stock options exercisable into approximately 11,649 shares of the Issuer's common stock (the "Original Grant")) began to vest on September 30, 2024, subject to a one-year cliff, and shall vest in equal installments on each monthly anniversary thereafter, subject to the Reporting Person's continued service through each such vesting date. The Reporting Person previously exercised 5,581 of these stock options from the Original Grant.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
Carlsmed Inc. published this content on September 10, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on September 10, 2026 at 22:37 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]