Biofrontera Inc.

03/06/2026 | Press release | Distributed by Public on 03/06/2026 20:31

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 *
Luebbert Hermann
2. Issuer Name and Ticker or Trading Symbol
Biofrontera Inc. [BFRI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
CEO & Chairman
(Last) (First) (Middle)
660 MAIN STREET, FIRST FLOOR
3. Date of Earliest Transaction (Month/Day/Year)
03/04/2026
(Street)
WOBURN, MA 01801
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 03/05/2026 M 137,500 A (1) 290,211 D
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)
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
Restricted Stock Units (2) 03/04/2026 A 125,000 (3) (3) Common Stock 125,000 $ 0 125,000(6) D
Employee stock option (right to buy) $0.9 03/04/2026 A 125,000 (4) 03/04/2036 Common Stock 125,000 $ 0 125,000(7) D
Restricted Stock Units (1) 03/05/2026 M 137,500 (5) (5) Common Stock 137,500 $ 0 0 (6) D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Luebbert Hermann
660 MAIN STREET
FIRST FLOOR
WOBURN, MA 01801
X CEO & Chairman

Signatures

/s/ Daniel Hakansson, Attorney-in-fact for Hermann Luebbert 03/06/2026
**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) Restricted stock units convert into common stock on a one-for-one basis.
(2) Each restricted stock unit represents a contingent right to receive one share of BFRI common stock, subject to the company's discretion to settle the restricted stock units, in whole or in part, in cash, as discussed below in footnote 3. The reporting person received the restricted stock units as an award for no consideration.
(3) The restricted stock units vest in two equal yearly installments for the first two years following the grant date, beginning on March 4, 2027. Each vested restricted stock unit will be settled, at the Company's discretion, in shares, cash or a combination of shares and cash within 60 days of the vesting date.
(4) The option vests in two equal installments, the first of which will take place on September 4, 2026 and the second of which will take place on March 4, 2027.
(5) On July 12, 2024 the reporting person was granted 275,000 restricted stock units, vesting in two equal semi-annual installments with the first tranche vesting on January 12, 2025 and the second tranche on July 12, 2025, with each to be settled, at the Company's discretion, in shares, cash or a combination of shares and cash within 60 days of the vesting date. A Form 4 filed by the reporting person on September 16, 2025 incorrectly identified the vesting schedule for these restricted stock units as being "two equal annual installments beginning on July 12, 2025." Relatedly, due to an administrative error, the first tranche was settled on September 10, 2025 and the second tranche was settled on March 5, 2026.
(6) Restricted stock units with different terms are not included.
(7) Options with different terms are not included.
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.
Biofrontera Inc. published this content on March 06, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on March 07, 2026 at 02:32 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]