James A. Schoeneck - 21 Aug 2025 Form 4 Insider Report for Calidi Biotherapeutics, Inc. (CLDI)

Role
Director
Signature
/s/ Andrew Jackson, Attorney-in-fact
Issuer symbol
CLDI
Transactions as of
21 Aug 2025
Net transactions value
+$150,000
Form type
4
Filing time
25 Aug 2025, 20:47:41 UTC
Previous filing
15 Jul 2025
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Schoeneck James A Director C/O CALIDI BIOTHERAPEUTICS, INC., 4475 EXECUTIVE DRIVE, SUITE 200, SAN DIEGO, /s/ Andrew Jackson, Attorney-in-fact 25 Aug 2025 0001420987

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CLDI Common Stock Purchase $150,000 +75,000 +6614% $2.00* 76,134 21 Aug 2025 Direct F1, F2
holding CLDI Common Stock 347 21 Aug 2025 Held with Spouse
holding CLDI Common Stock 8,033 21 Aug 2025 By James & Cynthia Schoeneck Family Trust F3

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 CLDI Warrant (right to buy) Purchase +75,000 75,000 21 Aug 2025 Common stock 75,000 $2.00 Direct F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The common stock and warrants were acquired by the reporting person in a public offering conducted by the Issuer that was closed on August 21, 2025.
F2 Each common share was purchased with an accompanying warrant for a purchase price of $2.00 per share and accompanying warrant.
F3 The reporting person is a trustee of the James & Cynthia Schoeneck Family Trust. As such, the reporting person may be deemed to have shared voting, investment and dispositive power with respect to the shares held by the James & Cynthia Schoeneck Family Trust. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shared for purposes of Section 16 or for any other purpose.

Remarks:

Exhibit 24 - Power of Attorney (previously filed as Exhibit 24 to Form 4 dated April 22, 2024).