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Apnimed, Inc.·4

Aug 3, 4:01 PM ET

Miller Lawrence G. 4

4 · Apnimed, Inc. · Filed Aug 3, 2026

Research Summary

AI-generated summary of this filing

Updated

Apnimed (APMD) Director Lawrence G. Miller Converts/Reclassifies ~3.13M Shares

What Happened

  • Lawrence G. Miller, a director of Apnimed, reported a large set of transactions on August 3, 2026 consisting primarily of reclassifications and conversions of derivative securities into common stock. The filing shows paired "disposition to the issuer" and "grant/award or other acquisition" entries, plus a few conversions of derivative securities, many recorded at $0.00.
  • Aggregating the entries, about 3,130,797 shares were involved (total acquired ≈ 3,130,797; total disposed ≈ 3,130,797). No cash consideration is reported for the derivative conversions (entries at $0.00), indicating internal conversions/reclassifications rather than open-market buys or cash sales.

Key Details

  • Transaction date: August 3, 2026.
  • Aggregate shares affected: ~3,130,797 (acquired and disposed; net change appears to be zero based on paired entries).
  • Reported prices/consideration: mostly N/A or $0.00 (derivative conversions / reclassifications).
  • Notable footnotes:
    • F1: Class A Common Stock was reclassified into one share of Common Stock under Rule 16b-7/16b-3.
    • F3: Series A Preferred automatically converted one-for-one into Class A Common prior to the IPO.
    • F2: Reporting person disclaims beneficial ownership except to the extent of any pecuniary interest.
    • Other footnotes (F4–F8) describe vesting schedules for various options/awards referenced in the filing.
  • Filing timeliness: Reported with a period of Aug 3, 2026; the filing does not indicate a late report.

Context

  • These entries appear to reflect internal corporate reclassifications and conversions (e.g., preferred or derivative securities converted to common shares) and not open-market purchases or cash sales. Derivative transactions recorded at $0.00 generally mean conversion or net settlement rather than a paid purchase.
  • Because the reporting person disclaims beneficial ownership per the footnote, this filing should be read with that disclaimer in mind; it may reflect technical / corporate bookkeeping actions rather than a change in an insider’s economic position.

Insider Transaction Report

Form 4
Period: 2026-08-03
Apnimed, Inc.APMD
Miller Lawrence G.
Director
Transactions
  • Disposition to Issuer

    Class A Common Stock

    [F1][F2]
    2026-08-03−92,431→ 0 total(indirect: By Trust)
  • Award

    Common Stock

    [F1][F2]
    2026-08-03+92,431→ 92,431 total(indirect: By Trust)
  • Conversion

    Common Stock

    [F3][F2]
    2026-08-03+10,845→ 103,276 total(indirect: By Trust)
  • Disposition to Issuer

    Class A Common Stock

    [F1][F2]
    2026-08-03−88,954→ 0 total(indirect: By Trust)
  • Award

    Common Stock

    [F1][F2]
    2026-08-03+88,954→ 88,954 total(indirect: By Trust)
  • Disposition to Issuer

    Class A Common Stock

    [F1][F2]
    2026-08-03−88,954→ 0 total(indirect: By Trust)
  • Award

    Common Stock

    [F1][F2]
    2026-08-03+88,954→ 88,954 total(indirect: By Trust)
  • Disposition to Issuer

    Class A Common Stock

    [F1][F2]
    2026-08-03−88,954→ 0 total(indirect: By Trust)
  • Award

    Common Stock

    [F1][F2]
    2026-08-03+88,954→ 88,954 total(indirect: By Trust)
  • Disposition to Issuer

    Class A Common Stock

    [F1][F2]
    2026-08-03−88,954→ 0 total(indirect: By Trust)
  • Award

    Common Stock

    [F1][F2]
    2026-08-03+88,954→ 88,954 total(indirect: By Trust)
  • Conversion

    Series A Preferred Stock

    [F1][F3][F2]
    2026-08-03−10,845→ 0 total(indirect: By Trust)
    → Common Stock (10,845 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    [F1][F4]
    2026-08-03−688,042→ 0 total
    Exercise: $1.00Exp: 2029-01-29→ Class A Common Stock (688,042 underlying)
  • Award

    Stock Option (Right to Buy)

    [F1][F4]
    2026-08-03+688,042→ 688,042 total
    Exercise: $1.00Exp: 2029-01-29→ Common Stock (688,042 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    [F1][F4]
    2026-08-03−98,843→ 0 total
    Exercise: $1.00Exp: 2030-01-28→ Class A Common Stock (98,843 underlying)
  • Award

    Stock Option (Right to Buy)

    [F1][F4]
    2026-08-03+98,843→ 98,843 total
    Exercise: $1.00Exp: 2030-01-28→ Common Stock (98,843 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    [F1][F4]
    2026-08-03−302,541→ 0 total
    Exercise: $1.06Exp: 2030-03-31→ Class A Common Stock (302,541 underlying)
  • Award

    Stock Option (Right to Buy)

    [F1][F4]
    2026-08-03+302,541→ 302,541 total
    Exercise: $1.06Exp: 2030-03-31→ Common Stock (302,541 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    [F1][F4]
    2026-08-03−333,580→ 0 total
    Exercise: $2.74Exp: 2032-06-14→ Class A Common Stock (333,580 underlying)
  • Award

    Stock Option (Right to Buy)

    [F1][F4]
    2026-08-03+333,580→ 333,580 total
    Exercise: $2.74Exp: 2032-06-14→ Common Stock (333,580 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    [F1][F5]
    2026-08-03−333,580→ 0 total
    Exercise: $4.00Exp: 2032-12-22→ Class A Common Stock (333,580 underlying)
  • Award

    Stock Option (Right to Buy)

    [F1][F5]
    2026-08-03+333,580→ 333,580 total
    Exercise: $4.00Exp: 2032-12-22→ Common Stock (333,580 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    [F1][F6]
    2026-08-03−333,580→ 0 total
    Exercise: $4.87Exp: 2034-03-13→ Class A Common Stock (333,580 underlying)
  • Award

    Stock Option (Right to Buy)

    [F1][F6]
    2026-08-03+333,580→ 333,580 total
    Exercise: $4.87Exp: 2034-03-13→ Common Stock (333,580 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    [F1][F4]
    2026-08-03−59,303→ 0 total
    Exercise: $8.88Exp: 2035-07-14→ Class A Common Stock (59,303 underlying)
  • Award

    Stock Option (Right to Buy)

    [F1][F4]
    2026-08-03+59,303→ 59,303 total
    Exercise: $8.88Exp: 2035-07-14→ Common Stock (59,303 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    [F1][F7]
    2026-08-03−25,574→ 0 total
    Exercise: $8.88Exp: 2035-09-19→ Class A Common Stock (25,574 underlying)
  • Award

    Stock Option (Right to Buy)

    [F1][F7]
    2026-08-03+25,574→ 25,574 total
    Exercise: $8.88Exp: 2035-09-19→ Common Stock (25,574 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    [F1][F8]
    2026-08-03−74,128→ 0 total
    Exercise: $8.15Exp: 2036-06-01→ Class A Common Stock (74,128 underlying)
  • Award

    Stock Option (Right to Buy)

    [F1][F8]
    2026-08-03+74,128→ 74,128 total
    Exercise: $8.15Exp: 2036-06-01→ Common Stock (74,128 underlying)
Footnotes (8)
  • [F1]Pursuant to a reclassification exempt under Rule 16b-7 and Rule 16b-3, each share of Class A Common Stock was reclassified into one share of Common Stock.
  • [F2]The Reporting Person disclaims beneficial ownership of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of his pecuniary interest therein, if any. This report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 of the Exchange Act or for any other purpose.
  • [F3]Immediately prior to the Issuer's initial public offering, each share of Series A Preferred Stock automatically converted on a one-for-one basis into shares of the Issuer's Class A Common Stock. The Series A Preferred Stock has no expiration date.
  • [F4]100% of the shares subject to the option are fully vested.
  • [F5]25% of the shares subject to such option vest and become exercisable when the Reporting Person completes twelve months of continuous service after December 22, 2022, and the remainder of the shares vest and become exercisable in substantially equal quarterly installments for a period of 36 months thereafter, subject to the Reporting Person's continuous service to the Issuer on each such date.
  • [F6]25% of the shares subject to such option vest and become exercisable when the Reporting Person completes twelve months of continuous service after December 21, 2023, and the remainder of the shares vest and become exercisable in substantially equal quarterly installments for a period of 36 months thereafter, subject to the Reporting Person's continuous service to the Issuer on each such date.
  • [F7]25% of the shares subject to such option vest and become exercisable when the Reporting Person completes twelve months of continuous service after September 17, 2025, and the remainder of the shares vest and become exercisable in substantially equal quarterly installments for a period of 36 months thereafter, subject to the Reporting Person's continuous service to the Issuer on each such date.
  • [F8]The shares subject to such option vest and become exercisable in substantially equal monthly installments for a period of 24 months after June 1, 2026, subject to the Reporting Person's continuous service to the Issuer on each such date.
Signature
/s/Kevin R. Lind, Attorney-in-Fact|2026-08-03

Documents

1 file
  • 4
    ownership.xmlPrimary

    4