Harlan F. Weisman - Apr 18, 2024 Form 4 Insider Report for TFF Pharmaceuticals, Inc. (TFFP)

Role: President and CEO, Director
Signature: /s/ Harlan F. Weisman, by Kirk Allen Coleman, as Attorney-in-Fact
Stock symbol: TFFP
Transactions as of: Apr 18, 2024
Transactions value $: $0
Form type: 4
Date filed: 4/22/2024, 08:47 PM
Previous filing: Aug 15, 2023
Next filing: Jul 8, 2024

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	TFFP	Restricted stock units	Award	$0	+45K		$0.00	45K	Apr 18, 2024	Common stock	45K		Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Each restricted stock unit, or RSU, represents a contingent right to receive one share of the Issuer's common stock. The RSUs were granted to the Reporting Person, in part, in consideration of their agreement to defer 50% of their cash compensation until such time as the Issuer has completed its next equity financing.
F2	The settlement of the RSUs is contingent on stockholder approval, at the Issuer's 2024 annual meeting of stockholders, or Annual Meeting, of an amendment to increase the share reserve under the Issuer's 2021 Stock Incentive Plan, or 2021 Plan. The RSUs shall terminate if the Issuer's stockholders do not approve the proposed amendment to the 2021 Plan at the Annual Meeting. Subject to stockholder approval of the amendment to the 2021 Plan, and subject further to the consummation of the Issuer's next equity financing, the RSUs will settle in four equal installments, with the first installment settling on completion of the Issuer's next equity financing and the other three installments settling on the 15th, 30th and 45th day following the completion of the next equity financing.

Content

Each restricted stock unit, or RSU, represents a contingent right to receive one share of the Issuer's common stock. The RSUs were granted to the Reporting Person, in part, in consideration of their agreement to defer 50% of their cash compensation until such time as the Issuer has completed its next equity financing.

The settlement of the RSUs is contingent on stockholder approval, at the Issuer's 2024 annual meeting of stockholders, or Annual Meeting, of an amendment to increase the share reserve under the Issuer's 2021 Stock Incentive Plan, or 2021 Plan. The RSUs shall terminate if the Issuer's stockholders do not approve the proposed amendment to the 2021 Plan at the Annual Meeting. Subject to stockholder approval of the amendment to the 2021 Plan, and subject further to the consummation of the Issuer's next equity financing, the RSUs will settle in four equal installments, with the first installment settling on completion of the Issuer's next equity financing and the other three installments settling on the 15th, 30th and 45th day following the completion of the next equity financing.