Torres Denice 4

4 · Seaport Therapeutics, Inc. · Filed May 4, 2026

AI-generated summary of this filing

Updated May 4, 2026

Seaport Therapeutics (SPTX) Director Denice Torres Converts Preferred, Sells Shares

What Happened

Denice Torres, a director of Seaport Therapeutics (SPTX), reported multiple derivative transactions tied to the company’s IPO. Per the filing, Series B preferred shares converted to common stock around the May 4, 2026 IPO: she reported conversion events for 13,406 shares (acquired) and 42,105 shares (reported as disposed). She also shows a grant/award of 12,258 derivative shares at $0.00. All conversions/awards show $0 consideration; no cash proceeds are reported in the filing.

Key Details

Transaction dates: April 30, 2026 (12,258-share award at $0.00); May 4, 2026 (conversions: 13,406 acquired and 42,105 disposed, all $0.00).
Transaction codes: C = conversion of derivative security; A = grant/award (derivative).
Price/Value: all reported at $0.00 (footnote says conversions occurred automatically upon IPO without payment).
Shares owned after transaction: not specified in the filing.
Notable footnotes:
- F1: Each Series B preferred share converted one-for-one into common stock and automatically converted on the IPO closing (May 4, 2026) without further payment.
- F2: Reporting person disclaims beneficial ownership of the shares except to the extent of any pecuniary interest.
- F3: The 12,258-share award/option underlying those derivative shares vests in full on April 30, 2027, subject to continued service.
Filing timeliness: Report filed May 4, 2026 for events around Apr 30–May 4; no late filing flag noted.

Context

These entries primarily reflect derivative conversions tied to the IPO (an administrative change from preferred to common), not open-market buying or cash sales that would more clearly signal insider sentiment. The awarded derivative shares are subject to future vesting (per F3) and are not currently vested common shares. The reporting person also disclaims beneficial ownership in the filing, which affects how much control or direct economic interest she may have in the converted shares.

Form 4

Period: 2026-04-30

Director

Transactions

Conversion
Common Stock
[F1][F2]
2026-05-04+13,406→ 13,406 total(indirect: By Trust)
Award
Stock Option (Right to Buy)
[F3]
2026-04-30+12,258→ 12,258 total
Exercise: $18.00Exp: 2036-04-29→ Common Stock (12,258 underlying)
Conversion
Series B Preferred Stock
[F1][F2]
2026-05-04−42,105→ 0 total(indirect: By Trust)
→ Common Stock (13,406 underlying)

Footnotes (3)

[F1]Each share of Series B Preferred Stock (the "Preferred Stock") was convertible into Common Stock of the Issuer on a one-for-one basis at the option of the holder, and automatically converted upon the closing of the Issuer's initial public offering on May 4, 2026 without payment of further consideration. The Preferred Stock had no expiration date.
[F2]The Reporting Person disclaims beneficial ownership of such shares for purposes of Section 16 of the Exchange Act, except to the extent of her pecuniary interest therein, if any. This report shall not be deemed an admission that she is a beneficial owner of such shares for the purpose of Section 16 of the Exchange Act, or for any other purpose.
[F3]The shares underlying this option shall vest in full on April 30, 2027, subject to the Reporting Person's continued service on such vesting date.

Signature

/s/ Lana Gladstein, Attorney-in-Fact|2026-05-04

1 file