SideChannel, Inc.·4

Mar 18, 1:26 PM ET

Polk Ryan 4

4 · SideChannel, Inc. · Filed Mar 18, 2026

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SideChannel (SDCH) CFO Ryan Polk Receives RSU Award; Tax Withholding

What Happened
Ryan Polk, Chief Financial Officer of SideChannel, had 25,745 restricted stock units (RSUs vest) on March 2, 2026; 10,602 of those shares were withheld to cover taxes (code F), resulting in 15,143 shares issued to him (25,745 × $2.20 closing price = $56,639 value related to the vesting event). On March 16, 2026 he was granted 35,574 RSUs (code A) valued at $2.01 per share, a notional value of $71,504. The March 2 withholding is a routine tax-related disposition, not an open‑market sale.

Key Details

  • Transaction dates and prices:
    • 2026-03-02: 25,745 RSUs vested; closing price $2.20; $56,639 shown (10,602 shares withheld for taxes; 15,143 shares issued) — code F (tax withholding).
    • 2026-03-16: 35,574 RSU grant at $2.01/share; $71,504 notional value — code A (award/grant).
  • Shares issued vs. unvested: 15,143 shares were issued to Polk on vesting; 35,574 RSUs were newly granted and are unvested per the award terms.
  • Vesting schedule for the grant: the 35,574 RSU award vests one‑third on each of the next three March first business days (per filing footnote).
  • Beneficial ownership totals: the filing’s footnotes reference total beneficial ownership after a Jan 22, 2026 1-for-52 reverse split and after these transactions (see F1 and F4 in the filing for amounts).
  • Filing date/timeliness: Form 4 was filed March 18, 2026 covering transactions on March 2 and March 16; the March 2 vesting was reported after the transaction date (late reporting noted).

Context: The March 2 activity was a vesting event with shares withheld for taxes (routine "cashless" withholding), which is common and does not indicate an open‑market sale. The March 16 entry is a standard time‑based RSU grant with multi‑year vesting, which is an issuance of compensation rather than a purchase. All details and exact post‑transaction beneficial ownership numbers are in the filing footnotes and Form 4 itself.

Insider Transaction Report

Form 4
Period: 2026-03-02
Polk Ryan
Chief Financial Officer
Transactions
  • Tax Payment

    Restricted Stock Unit

    [F2][F3]
    2026-03-02$2.20/sh25,745$56,63934,130 total
  • Award

    Restricted Stock Unit

    [F5][F3][F4]
    2026-03-16$2.01/sh+35,574$71,50469,704 total
Holdings
  • Common Stock

    [F1]
    31,229
  • Restricted Stock Unit

    [F1]
    59,875
  • Common Stock

    [F4]
    46,372
Footnotes (5)
  • [F1]Represents the total amount of securities beneficially owned by the Reporting Person following the 1 for 52 reverse stock split, effective January 22, 2026.
  • [F2]On March 2, 2026, 25,745 RSUs vested, 10,602 shares of common stock otherwise issuable pursuant to the vesting were withheld for the payment of taxes, resulting in the issuance of 15,143 shares of common stock to the Reporting Person.
  • [F3]The closing price of the issuer's common stock on the transaction date.
  • [F4]Represents the total amount of securities beneficially owned by the Reporting Person following the reported transactions above.
  • [F5]Represents a 35,574 RSU award, one third of which shall vest on the first business day of each subsequent March, for the following three years.
Signature
/s/ Ryan L. Polk|2026-03-18

Documents

1 file
  • 4
    ownership.xmlPrimary

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