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Eloxx Pharmaceuticals, Inc.·4

May 8, 4:53 PM ET

Aggarwal Sumit 4

4 · Eloxx Pharmaceuticals, Inc. · Filed May 8, 2026

Research Summary

AI-generated summary of this filing

Updated

Eloxx (ELOX) 10% Owner Sumit Aggarwal Exercises Options, Receives Awards

What Happened
Sumit Aggarwal, a reported 10% owner of Eloxx Pharmaceuticals (ELOX), executed multiple equity transactions spanning 2022–2026. Notable items include option/derivative exercises (e.g., 260,946 shares exercised on 2026-02-28 at $0.15 for $39,142 and 196,880 shares on 2025-08-14 showing nominal consideration of $20) and large awards/grants (a 1,000,000-share grant on 2025-09-19 and a 3,597,090-share derivative award the same date). Several earlier RSU grants and option conversions are reported, and multiple dispositions to the issuer (likely tax withholding or surrender of shares on vesting/exercise) are also listed.

Key Details

  • Filing date: May 8, 2026; Reported period includes transactions dating back to Feb 6, 2022 — the filing appears to consolidate multiple earlier transactions (i.e., late filing of historical activity).
  • Major transactions called out in the filing:
    • 2026-02-28: exercised 260,946 shares at $0.15; total reported cash paid ~$39,142.
    • 2025-08-14: exercised/conversion of 196,880 shares reported with nominal consideration of $20.
    • 2025-09-19: received grants/awards totaling 1,000,000 shares and 3,597,090 derivative shares (reported as acquired at $0).
    • Multiple RSU grants and option exercises/dispositions between 2022–2025, including dispositions to issuer on 2024-10-16 (likely tax withholding).
  • Shares owned after these transactions: not specified in the excerpt provided.
  • Footnotes of note:
    • F1/F2: Some RSUs were granted and fully vested on grant; each RSU converts to one share.
    • F3/F11/F12/F13: Several options/awards had multi-year vesting schedules; the Board accelerated vesting on some exercised options.
    • F5/F7/F8/F10: Some earlier options were cancelled and replaced with new options having lower exercise prices.
  • No indication of a 10b5-1 plan or other trading plan in the provided notes.

Context
These filings include both awards/grants (A) and option/derivative exercises (M). Awards and RSUs are acquisitions (a bullish signal in that the insider received shares), while exercises are conversions of existing derivative instruments into common stock; several exercises show immediate dispositions to the issuer which commonly reflect tax withholding or cashless exercise mechanics rather than open‑market sales. As a 10% owner, Aggarwal's transactions are material by regulation but do not by themselves indicate the insider's view of the company — they document compensation/vesting and option activity. The consolidated/late nature of the filing (filed 2026-05-08 covering earlier years) is relevant for timing and investor interpretation.

Insider Transaction Report

Form 4
Period: 2022-02-06
Eloxx Pharmaceuticals, Inc.ELOX
Aggarwal Sumit
DirectorPresident and CEO
Transactions
  • Exercise/Conversion

    Common Stock

    2025-08-14$0.00/sh+196,880$20→ 396,810 total
  • Award

    Common Stock

    [F1]
    2025-09-19+1,000,000→ 1,396,810 total
  • Exercise/Conversion

    Common Stock

    [F2]
    2026-01-24+15,000→ 1,411,810 total
  • Exercise/Conversion

    Common Stock

    2026-02-28$0.15/sh+260,946$39,142→ 1,672,756 total
  • Award

    Stock Option (Right to Buy)

    [F4][F3]
    2022-02-06+42,790→ 42,790 total
    Exercise: $18.40Exp: 2032-02-06→ Common Stock (42,790 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    [F4][F5][F3]
    2024-10-16−42,790→ 0 total
    Exercise: $18.40Exp: 2032-02-06→ Common Stock (42,790 underlying)
  • Award

    Stock Option (Right to Buy)

    [F5][F3]
    2024-10-16+42,790→ 42,790 total
    Exercise: $0.00Exp: 2032-02-06→ Common Stock (42,790 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    [F4][F7][F6]
    2024-10-16−35,580→ 0 total
    Exercise: $3.36Exp: 2031-04-01→ Common Stock (35,580 underlying)
  • Award

    Stock Option (Right to Buy)

    [F7][F6]
    2024-10-16+35,580→ 35,580 total
    Exercise: $0.00Exp: 2031-04-01→ Common Stock (35,580 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    [F4][F8][F6]
    2024-10-16−24,810→ 0 total
    Exercise: $1.41Exp: 2031-04-01→ Common Stock (24,810 underlying)
  • Award

    Stock Option (Right to Buy)

    [F8][F6]
    2024-10-16+24,810→ 24,810 total
    Exercise: $0.00Exp: 2031-04-01→ Common Stock (24,810 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    [F10][F9]
    2024-10-16−68,700→ 0 total
    Exercise: $4.27Exp: 2033-01-25→ Common Stock (68,700 underlying)
  • Award

    Stock Option (Right to Buy)

    [F10][F9]
    2024-10-16+68,700→ 68,700 total
    Exercise: $0.00Exp: 2033-01-25→ Common Stock (68,700 underlying)
  • Exercise/Conversion

    Stock Option (Right to Buy)

    [F6]
    2025-08-14−60,390→ 0 total
    Exercise: $0.00Exp: 2031-04-01→ Common Stock (60,390 underlying)
  • Exercise/Conversion

    Stock Option (Right to Buy)

    [F9]
    2025-08-14−68,700→ 0 total
    Exercise: $0.00Exp: 2033-01-25→ Common Stock (68,700 underlying)
  • Exercise/Conversion

    Stock Option (Right to Buy)

    [F11]
    2025-08-14−25,000→ 0 total
    Exercise: $0.00Exp: 2033-08-23→ Common Stock (25,000 underlying)
  • Exercise/Conversion

    Stock Option (Right to Buy)

    [F3]
    2025-08-14−42,790→ 0 total
    Exercise: $0.00Exp: 2032-02-06→ Common Stock (42,790 underlying)
  • Award

    Stock Option (Right to Buy)

    [F12]
    2025-09-19+3,597,090→ 3,597,090 total
    Exercise: $0.15Exp: 2035-09-19→ Common Stock (3,597,090 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F2][F13]
    2026-01-24−15,000→ 15,000 total
    → Common Stock (15,000 underlying)
  • Exercise/Conversion

    Stock Option (Right to Buy)

    [F12]
    2026-02-28−260,946→ 3,336,144 total
    Exercise: $0.15Exp: 2035-09-19→ Common Stock (260,946 underlying)
Footnotes (13)
  • [F1]Represents a grant of restricted stock units ("RSUs") that was fully vested upon grant.
  • [F2]Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock.
  • [F3]The stock option vested and became exercisable over the four-year period commencing February 6, 2022, with one-fourth of the shares of common stock underlying the options vesting on February 6, 2023, and the remainder vesting in twelve equal quarterly installments thereafter. The Board accelerated vesting on the unvested portion in connection with the exercise.
  • [F4]On December 1, 2022, the Issuer effected a 1-for-40 reverse stock split. The share count has been adjusted to reflect the reverse stock split.
  • [F5]The reporting person agreed to cancellation of an option granted to him on February 6, 2022 in exchange for a new option having a lower exercise price.
  • [F6]The stock option vested and became exercisable over the four-year period commencing April 1, 2021, with one-fourth of the shares of common stock underlying the options vesting on April 1, 2022, and the remainder vesting in twelve equal quarterly installments thereafter.
  • [F7]The reporting person agreed to cancellation of an option granted to him on April 1, 2021 in exchange for a new option having a lower exercise price.
  • [F8]The reporting person agreed to cancellation of an option granted to him on May 18, 2021 in exchange for a new option having a lower exercise price.
  • [F9]The option vested and became exercisable as to 25% of the underlying shares on the first anniversary of January 25, 2023, and the remaining 75% of the underlying shares vested in 12 equal quarterly installments thereafter. The Board accelerated vesting on the unvested portion in connection with the exercise.
  • [F10]The reporting person agreed to cancellation of an option granted to him on January 25, 2023 in exchange for a new option having a lower exercise price.
  • [F11]The option was granted on August 23, 2023 and was scheduled to vest subject to certain performance criteria, which the Board waived in connection with the exercise.
  • [F12]The option vests as follows: (i) as to 1,736,275 shares, vested 1/36 on October 31, 2025, with the remaining options vesting thereafter in equal consecutive monthly increments over 35 months; (ii) as to 612,245 shares, vested 1/36 on January 31, 2026, with the remaining options vesting thereafter in equal consecutive monthly increments over 35 months; and (iii) as to 1,248,570 shares, vested 1/36 on March 31, 2026, with the remaining options vesting thereafter in equal consecutive monthly increments over 35 months, subject to the Reporting Person's continuous service to the Issuer through the applicable vesting date.
  • [F13]The RSUs vested as to 50% on the first anniversary of January 24, 2024 and the remaining amount vested in two equal annual installments thereafter.
Signature
/s/ Sumit Aggarwal|2026-05-08

Documents

1 file
  • 4
    ownership.xmlPrimary

    4