CADIZ INC — Director's Dealing 2024

Apr 15, 2024

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CADIZ INC (CDZI)
CIK: 0000727273
Period of Report: 2024-04-11

Reporting Person: Kennedy Susan P (Director, CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2024-04-11	Common Stock	A	150000	—	Acquired	241921	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Performance Rights	$	2027-02-04	Common Stock (450000)	450000	Direct

Footnotes

F1: Shares granted under the 2019 Equity Incentive Plan to the Reporting Person as a performance bonus.

F2: Previously reported.

F3: Each performance right represents a contingent right to receive one share of the Issuer's common stock. 200,000 of the performance rights vest upon the Issuer's common stock achieving a market price of $7 per share; 150,000 vest upon the Issuer's common stock achieving a market price of $9 per share; 50,000 vest upon the Issuer's common stock achieving a market price of$11per share, and 50,000 vest upon the Issuer's common stock achieving a market price of $13 per share. Performance rights are payable in the form of either cash or common stock registered under a stockholder approved equity incentive plan under which a sufficient number of shares of common stock then remains available for issuance.

F4: The Reporting Person disclaims beneficial ownership of these securities until such time, and to the extent, that ownership of these securities has vested.