Simpson Andrew 4

What Happened Andrew Simpson — Chairman of the Board, President and Chief Executive Officer of HeartSciences (HSCS) — was granted 425,000 shares of the company’s common stock on 2026-06-22. The award is reported as an acquisition/award (code A). No per‑share price or total dollar value is specified in the filing; the shares were issued under the company’s 2023 Equity Incentive Plan as a retention bonus.

Key Details

• Transaction date: 2026-06-22; Form 4 filed: 2026-06-24 (timely filing).
• Transaction type/code: Award/grant (A). Price: N/A; value: N/A.
• Vesting: Shares are non‑votable until they vest. Vesting is conditioned on (1) closing of the merger under the Merger Agreement dated June 22, 2026, and (2) continued service: 25% vests 3 months after closing and then 25% each subsequent 3‑month anniversary, fully vesting one year after closing, subject to continuous employment and certain termination provisions (see footnotes F1–F3).
• Purpose: Awarded as a retention bonus to lead the closing of the merger, manage the legacy business post‑closing, and provide public‑company/transition support.
• Shares owned after the transaction: Not specified in the Form 4.
• Other: Filing notes this grant includes certain previously awarded shares with applicable vesting conditions (F4).

Context This was an equity award (retention grant), not an open‑market buy or sale. Vesting is contingent on the merger closing and continued service, so the grant does not currently confer voting rights or immediate liquidity. Because no grant price or market value is reported, the economic value and dilution impact depend on future events (the merger, vesting, and market price at issuance).