08/26/2026 | Press release | Distributed by Public on 08/26/2026 17:24
|
FORM 4
|
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 |
|
|
|||||||||||||||||||||||||||||
|
|||||||||||||||||||||||||||||
| 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) | ||
|
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 | ||||||||
| Incentive Stock Option(3) | $0.815 | 08/25/2026 | 08/25/2026 | M | 100,000 | 10/31/2024(3) | 10/29/2034 | Common Stock | 100,000 | $ 0 (4) | 900,000 | D | |||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
|
Liu Cheng C/O ESTRELLA IMMUNOPHARMA, INC. 5858 HORTON STREET, SUITE 370 EMERYVILLE, CA 94608 |
X | CEO | ||
| Vivien Chan | 08/26/2026 | |
| **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 the exercise price per share paid by the Reporting Person upon the exercise of the stock options reported in Table II. |
| (2) | Reflects the 297,437 shares of Common Stock directly beneficially owned as reported on the Reporting Person's most recent Form 4, plus the 100,000 shares acquired upon the reported exercise. |
| (3) | Represents incentive share options granted to the Reporting Person on October 30, 2024 under the Issuer's 2023 Omnibus Incentive Plan, of which twenty-five percent (25%) was immediately exercisable on the date of grant, with the remainder vesting in equal monthly installments of 1/48th of the total award on each monthly anniversary of October 30, 2024. The options were vested as to the shares exercised. |
| (4) | Not applicable. The reported transaction is the exercise of the stock option for the exercise price set forth in Column 2. No separate consideration was paid or received for the derivative security. |