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Form 4 EDAP TMS SA For: May 12 Filed by: Shah Sanket

May 13, 2026 6:07 AM
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).
1. Name and Address of Reporting Person *
Shah Sanket

(Last) (First) (Middle)
4410 EL CAMINO REAL
SUITE 150

(Street)
LOS ALTOS, CA 94022

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
EDAP TMS SA [ EDAP ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Gen Counsel & Corp Secretary
3. Date of Earliest Transaction (Month/Day/Year)
05/12/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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 (1) (2) 05/12/2026 A 67,500 A $ 0 67,500 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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
Stock Options $ 4.17 (3) 05/12/2026 A 75,000 (4) 05/12/2036 Common Stock 75,000 $ 0 75,000 D
Explanation of Responses:
1. Common Stock for the issuer refers to the issuer's ordinary shares.
2. Represents restricted stock units ("RSUs") granted pursuant to the 2025-2 Restricted Stock Unit (Free Share) Plan of the issuer on May 12, 2026, one-half of which will vest on the second anniversary of the date of grant and the remaining one-half will vest in equal installments every 6 months thereafter through the fourth anniversary of the date of grant. Each RSU represents the right to receive one share of EDAP common stock upon settlement.
3. The option exercise price reflected was converted from 3.54 euros to U.S. dollars based on an exchange rate of EUR 1 to USD 1.1784.
4. The options, which were granted on May 12, 2026, will become exercisable with respect to one-sixth of the options on the six-month anniversary of the date of grant and the remaining five-sixths of the options will become exercisable on a monthly basis thereafter through the third anniversary of the date of grant.
/s/ Blandine Confort, as Attorney-in-Fact 05/13/2026
** 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.
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