Crutcher Patrick J 4

What Happened

• Patrick J. Crutcher, a director of Jasper Therapeutics (JSPR), received a 15,000-share equity award on July 16, 2026 (derivative award at $0) and completed a private purchase of 888 shares of the company’s preferred stock that closed July 20, 2026.
• The 15,000-share award was granted with a $0 price (derivative grant). The 888 preferred shares were bought in a private placement; the filing does not disclose a per-share cash price for that purchase.
• The preferred shares are convertible into voting common stock at 61 common shares per preferred share (888 × 61 = 54,168 potential common shares), subject to stockholder approval and conversion limits described below.

Key Details

• Transaction dates: Award granted July 16, 2026 (code A); private placement closed July 20, 2026 (code P).
• Prices/values: Award 15,000 @ $0 (no cash paid). Purchase price for the 888 preferred shares not disclosed in the filing.
• Vesting: The 15,000-share award vests 25% on the one-year anniversary, then monthly in equal installments over the next 36 months, subject to continued service (Footnote F1).
• Conversion mechanics: Each preferred share converts into 61 voting common shares three business days after stockholder approval of the conversion, subject to a holder-established cap preventing conversion if it would push beneficial ownership above a specified percentage (between 4.9% and 19.9%) (Footnotes F2–F3).
• Shares owned after transaction: Not stated in the provided filing details.
• Timeliness: Form 4 was filed July 20, 2026 (reporting transactions occurring July 16–20); filing appears timely under Section 16 reporting rules.

Context

• The 15,000-share award is a time‑based equity grant (vesting schedule noted) — a common form of director compensation rather than an outright open-market purchase.
• The 888 preferred shares are a private-placement investment in convertible preferred stock, not immediate common-stock purchases; conversion into common shares requires stockholder approval and is subject to ownership caps, so the actual number of common shares realized may be limited.