Chief Financial Officer Golden Robert Lawrence bought $513 worth of shares (300 units at $1.71) and was granted 547,605 shares (SEC Form 4)
$ONMD
Biotechnology: Commercial Physical & Biological Resarch
Health Care
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
OneMedNet Corp [ ONMD ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 12/07/2023 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 12/07/2023 | P | 300 | A | $1.71 | 300 | D | |||
| Common Stock | 01/19/2024 | A | 45,000(1) | A | $0.00 | 45,300 | D | |||
| Common Stock | 08/30/2024 | A | 100,000(2) | A | $0.00 | 145,300 | D | |||
| Common Stock | 01/31/2025 | A | 24,272(3) | A | $0.00 | 169,572 | D | |||
| Common Stock | 11/24/2025 | A | 300,000(4) | A | $0.00 | 469,572 | D | |||
| Common Stock | 11/24/2025 | A | 33,333(5) | A | $0.00 | 502,905 | D | |||
| Common Stock | 11/26/2025 | A | 45,000(6) | A | $0.00 | 547,905 | D | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Explanation of Responses: |
| 1. Represents restricted stock units ("RSUs") granted as director compensation under the OneMedNet Corporation 2022 Equity Incentive Plan (the "2022 Plan") for board service in fiscal year 2024. Each RSU represents the contingent right to receive one share of the issuer's common stock. The RSUs vested on December 31, 2024. |
| 2. Represents RSUs granted pursuant to a consulting agreement with the reporting person. The RSUs vested on August 30, 2025. |
| 3. Represents RSUs granted in lieu of a cash bonus pursuant to contractor arrangements with the reporting person in connection with his appointment as permanent Chief Financial Officer. The RSUs fully vested on the grant date. |
| 4. Represents RSUs granted pursuant to contractor arrangements with the reporting person. The RSUs vest with respect to 1/3 of the shares on the first anniversary of the vesting start date of January 1, 2025, with the remaining RSUs vesting in equal quarterly installments on the last day of each fiscal quarter over 24 months thereafter, subject to the reporting person's continued service with the issuer through each vesting date. |
| 5. Represents RSUs granted pursuant to contractor arrangements with the reporting person. The RSUs vest in full on December 31, 2025, subject to the terms of Section 7.2.2 of the Consulting Agreement, dated August 30, 2024, between the issuer and Mr. Golden. |
| 6. Represents RSUs granted as director compensation under the 2022 Plan for board service in fiscal year 2025. The RSUs vest on December 31, 2025, subject to the reporting person's continued service with the issuer through the vesting date. |
| /s/ Robert Golden | 11/26/2025 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * 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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| 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 Number. | ||