09/01/2026 | Press release | Distributed by Public on 09/01/2026 19:59
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
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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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Stock Option (Right to buy) | $4.57 | 08/31/2026 | A | 8,320 | (1) | 08/31/2036 | Common Stock | 8,320 | $ 0 | 8,320 | D | ||||
| Stock Option (Right to buy) | $4.57 | 08/31/2026 | A | 5,083 | (2) | 08/31/2036 | Common Stock | 5,083 | $ 0 | 5,083 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Bristol James Arthur C/O ERNEXA THERAPEUTICS INC. 1035 CAMBRIDGE STREET, SUITE 18A CAMBRIDGE, MA 02141 |
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| /s/ James Bristol | 09/01/2026 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | Subject to continued service, one-third of the shares underlying the stock option will vest on the first anniversary of the grant date, and the remaining shares underlying the stock option will vest in 24 substantially equal monthly installments thereafter. |
| (2) | Represents options to purchase shares of the registrant's common stock in lieu of prorated director's cash compensation for 2026 pursuant to the Director's Compensation Plan effective August 15, 2026, granted under the Issuer's 2026 Omnibus Equity Incentive Plan. Subject to continued service, 100% of the stock options will vest on December 31, 2026. |