05/19/2026 | Press release | Distributed by Public on 05/19/2026 14:14
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN 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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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. | SEC 1474 (9-02) | ||
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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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Stock Options | $10.5 | 05/15/2026 | A | 28,500(1) | (2) | 05/15/2031 | Common Stock | 28,500 | (1) | 28,500 | D | ||||
| Stock Options | $10.5 | 05/15/2026 | A | 46,500(3) | (2) | 05/15/2031 | Common Stock | 46,500 | (3) | 75,000 | D | ||||
| Performance Stock Units | (4) | 05/15/2026 | A | 50,000(4) | (4) | (4) | Common Stock | 50,000 | (4) | 125,000 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Hansen Ryan P. C/O FITLIFE BRANDS, INC. 5214 S. 13TH STREET OMAHA, NE 68137 |
President | |||
| /s/ Ryan Hansen | 05/19/2026 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | Represents incentive stock options granted in connection with the Reporting Person's appointment as President, issued pursuant to the Issuer's 2019 Omnibus Incentive Plan. |
| (2) | One-third (1/3) of the stock options vest on the one-year anniversary of the grant date, with the remainder vesting in equal increments on each of the second and third anniversary thereafter, subject to continued service. |
| (3) | Represents non-qualified stock options granted in connection with the Reporting Person's appointment as President, issued pursuant to the Issuer's 2019 Omnibus Incentive Plan. |
| (4) | Represents performance stock units ("PSUs") granted in connection with the Reporting Person's appointment as President, issued pursuant to the Issuer's 2019 Omnibus Equity Incentive Plan. Each PSU represents a contingent right to receive one share of the Issuer's common stock upon vesting, subject to continued service. The PSU will vest on such date that the 30 day volume weighted average price ("VWAP") for shares of the Issuer's common stock meets or exceeds $20.00, and expire on the fifth anniversary of the grant date if not then vested. |