Jane H. Hollingsworth - May 31, 2023 Form 4 Insider Report for Diffusion Pharmaceuticals Inc. (DFFN)

Role: Director
Signature: /s/ William R. Elder, attorney-in-fact for the Reporting Person
Stock symbol: DFFN
Transactions as of: May 31, 2023
Transactions value $: $0
Form type: 4
Date filed: 6/2/2023, 05:00 PM
Previous filing: Mar 3, 2023
Next filing: Sep 6, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	DFFN	Common Stock	Options Exercise		+183	+16.4%		1.3K	May 31, 2023	Direct	F1
transaction	DFFN	Common Stock	Disposed to Issuer		-68	-5.23%		1.23K	May 31, 2023	Direct	F1

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	DFFN	Restricted Stock Unit	Options Exercise	$0	-183	-50%	$0.00	183	May 31, 2023	Common Stock	183		Direct	F1

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

Explanation of Responses:

Id	Content
F1	On May 31, 2023 (the "Vesting Date"), in connection with the vesting of previously awarded restricted stock units ("RSUs"), each RSU representing a contingent right to receive one share of the Issuer's common stock (a "Share"), the Reporting Person became entitled to receive, in accordance with Section 8.7 of the Issuer's 2015 Equity Incentive Plan (as amended, the "Plan") and the terms of the underlying award agreement, (i) 115 Shares and (ii) $263.84 in cash, representing the Fair Market Value (as defined in the 2015 Equity Plan) of the remaining portion of the award vested on the Vesting Date, based on the closing sale price of one Share reported by the NASDAQ Stock Market on such date of $3.88. The remainder of award will continue to vest in tri-monthly installments, subject to the Reporting Person's continued service with the Issuer.

Content

On May 31, 2023 (the "Vesting Date"), in connection with the vesting of previously awarded restricted stock units ("RSUs"), each RSU representing a contingent right to receive one share of the Issuer's common stock (a "Share"), the Reporting Person became entitled to receive, in accordance with Section 8.7 of the Issuer's 2015 Equity Incentive Plan (as amended, the "Plan") and the terms of the underlying award agreement, (i) 115 Shares and (ii) $263.84 in cash, representing the Fair Market Value (as defined in the 2015 Equity Plan) of the remaining portion of the award vested on the Vesting Date, based on the closing sale price of one Share reported by the NASDAQ Stock Market on such date of $3.88. The remainder of award will continue to vest in tri-monthly installments, subject to the Reporting Person's continued service with the Issuer.