Adarx Pharmaceuticals Inc.

09/29/2026 | Press release | Archived content

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
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 that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
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
OMB APPROVAL
OMB Number: 3235-0287
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(Print or Type Responses)
1. Name and Address of Reporting Person *
George Simeon
2. Issuer Name and Ticker or Trading Symbol
ADARx Pharmaceuticals, Inc. [ADRX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
929 MAIN STREET, SUITE 200
3. Date of Earliest Transaction (Month/Day/Year)
09/28/2026
(Street)
REDWOOD CITY, CA 94063
4. If Amendment, Date 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
(City) (State) (Zip)
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 09/28/2026 C 3,334,938 A (1) 3,334,938 I See Note 2(2)
Common Stock 09/28/2026 C 1,113,666 A (1) 4,448,604 I See Note 2(2)
Common Stock 09/28/2026 C 512,897 A (1) 4,961,501 I See Note 2(2)
Common Stock 09/28/2026 P 592,593 A $17 5,554,094 I See Note 2(2)
Common Stock 09/28/2026 C 1,538,691 A (1) 1,538,691 I See Note 3(3)
Common Stock 09/28/2026 P 414,814 A $17 1,953,505 I See Note 3(3)
Common Stock 09/28/2026 C 1,667,468 A (1) 1,667,468 I See Note 4(4)
Common Stock 09/28/2026 C 169,001 A (1) 1,836,469 I See Note 4(4)
Common Stock 09/28/2026 P 592,593 A $17 592,593 I See Note 5(5)
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Series B Preferred Stock (1) 09/28/2026 C 3,907,547 (1) (1) Common Stock 3,334,938 $ 0 0 I See Note 2(2)
Series B-1 Preferred Stock (1) 09/28/2026 C 1,304,883 (1) (1) Common Stock 1,113,666 $ 0 0 I See Note 2(2)
Series C Preferred Stock (1) 09/28/2026 C 600,962 (1) (1) Common Stock 512,897 $ 0 0 I See Note 2(2)
Series C Preferred Stock (1) 09/28/2026 C 1,802,885 (1) (1) Common Stock 1,538,691 $ 0 0 I See Note 3(3)
Series B Preferred Stock (1) 09/28/2026 C 1,953,773 (1) (1) Common Stock 1,667,468 $ 0 0 I See Note 4(4)
Series B-1 Preferred Stock (1) 09/28/2026 C 198,019 (1) (1) Common Stock 169,001 $ 0 0 I See Note 4(4)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
George Simeon
929 MAIN STREET
SUITE 200
REDWOOD CITY, CA 94063
X X

Signatures

/s/ Sasha Keough, attorney-in-fact for Simeon George 09/29/2026
**Signature of Reporting Person Date

Explanation of Responses:

* 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) Each share of Series B Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock (collectively, the "Preferred Stock") automatically converted on a 1-for-1.1717 reverse stock split basis into shares of Common Stock upon the closing of the Issuer's initial public offering on September 28, 2026, without payment of further consideration. The Preferred Stock has no expiration date.
(2) The Reporting Person is the managing member of SR One Capital Management, LLC ("SR One Capital Management"), which is the sole general partner of SR One Capital Partners I, LP ("SR One Partners I"). SR One Partners I is the sole general partner of SR One Capital Fund I Aggregator, LP ("SR One Fund I Aggregator"), the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"), or otherwise of such portion of the securities held by SR One Fund I Aggregator in which the Reporting Person has no pecuniary interest.
(3) The Reporting Person is the managing member of SR One Capital Management, which is the sole general partner of SR One Capital Opportunities Partners I, LP ("SR One Opportunities Partners I"). SR One Opportunities Partners I is the sole general partner of SR One Capital Opportunities Fund I, LP ("SR One Opportunities Fund I"), which is the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 or otherwise of such portion of the securities held by SR One Opportunities Fund I in which the Reporting Person has no pecuniary interest.
(4) The Reporting Person is the managing member of SR One Capital Management, which is the managing member of SR One Co-Invest III Manager LLC ("SR One Co-Invest Manager"). SR One Co-Invest Manager is the managing member of SR One Co-Invest III, LLC ("SR One Co-Invest"), which is the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 or otherwise of such portion of the securities held by SR One Co-Invest in which the Reporting Person has no pecuniary interest.
(5) The Reporting Person is the managing member of SR One Capital Management, which is the sole general partner of SR One Capital SMA Partners, LP ("SMA Partners"). SMA Partners is the sole general partner of AMZL, LP ("AMZL"), which is the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 or otherwise of such portion of the securities held by AMZL in which the Reporting Person has no pecuniary interest.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
Adarx Pharmaceuticals Inc. published this content on September 29, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on October 01, 2026 at 08:59 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]