02/23/2026 | Press release | Distributed by Public on 02/23/2026 15:41
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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) | $1.04 | 02/20/2026 | A | 77,000 | (4) | 02/19/2036 | Common Stock | 77,000 | $ 0 | 77,000 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Day Lucy C/O AN2 THERAPEUTICS, INC. 1300 EL CAMINO REAL, SUITE 100 MENLO PARK, CA 94025 |
Chief Financial Officer | |||
| /s/ Lucy Day | 02/23/2026 | |
| **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) | Represents restricted stock units ("RSUs") which vest as follows: 1/4th of the shares vests annually over four years from January 1, 2026, subject to the Reporting Person's continuous service through each applicable vesting date. |
| (2) | Includes a balance of (a) 27,500 RSUs which vest as follows: 1/4th of the RSUs vest annually over four years from January 1, 2024 and (b) 46,500 RSUs which vest as follows: 1/4th of the RSUs vest annually over four years from January 1, 2025, in each case subject to the Reporting Person's continuous service through each applicable vesting date. |
| (3) | Reflects the adjusted total which includes the purchase of 5,000 shares under the Issuer's 2022 Employee Stock Purchase Plan on March 31, 2025. |
| (4) | The shares subject to the option vest as follows: 1/48th of the shares vests monthly over four years from January 1, 2026, subject to the Reporting Person's continuous service through each applicable vesting date. |
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Remarks: Exhibits: |
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