OMEROS CORP|4Feb 20, 9:40 PM ET

Demopulos Gregory A MD 4

4 · OMEROS CORP · Filed Feb 20, 2026

AI-generated summary of this filing

Updated Feb 21, 2026

Omeros CEO Gregory Demopulos Exercises Options; Shares Withheld

What Happened

Gregory A. Demopulos, Chairman, CEO & President of Omeros Corporation (OMER), exercised 400,000 stock options on Feb 18, 2026. The exercise price paid was $10.27 per share (total $4,108,000).
To cover the exercise price and tax withholding, Omeros withheld 357,678 shares (valued at $11.93 per share, total $4,267,099). Those withheld shares remained in Omeros’ treasury and were not sold on the open market. After the net-share settlement, the reporting person retained 42,322 newly issued shares.

Key Details

Transaction date: 2026-02-18; Form 4 filed 2026-02-20 (filed on time).
Option exercise: 400,000 shares exercised at $10.27 each (total exercise cost $4,108,000).
Tax/exercise withholding: 357,678 shares withheld at $11.93 each (total value $4,267,099); withheld shares stayed in the company treasury (not sold).
Net shares retained by Demopulos from this transaction: 42,322 common shares.
Related Form entries: a derivative (option) disposition is recorded (standard when an option is exercised).
Footnotes of note: F1 explains net share settlement and treasury withholding; F2 disclaims beneficial ownership except to pecuniary interest; F3/F4 reference shares held in irrevocable child gift trusts; F5 notes the option vested over 48 monthly installments beginning April 1, 2015.

Context

This was a net-share (cashless) exercise of vested options rather than an open-market sale — the company withheld shares to satisfy exercise price and taxes. Such exercises are routine for executives exercising vested options and do not, by themselves, indicate a buy or sell sentiment.
The filing shows the usual legal disclaimers about beneficial ownership and identifies some holdings held in irrevocable trusts for minor children.

Form 4

Period: 2026-02-18

DirectorChairman, CEO & President

Transactions

Exercise/Conversion
Common stock
2026-02-18$10.27/sh+400,000$4,108,000→ 1,826,986 total
Tax Payment
Common stock
[F1]
2026-02-18$11.93/sh−357,678$4,267,099→ 1,469,308 total
Exercise/Conversion
Stock option (right to buy)
[F5]
2026-02-18−400,000→ 0 total
Exercise: $10.27Exp: 2026-02-19→ Common stock (400,000 underlying)

Holdings

Footnotes (5)

[F1]Represents shares withheld by Omeros Corporation ("Omeros") in connection with net share settlement to satisfy the exercise price and tax liability associated with the reporting person's exercise of stock options. The number of shares withheld was determined based on the closing price of Omeros' common stock on February 17, 2026. The transaction did not involve any open-market sale of securities, and all 357,678 withheld shares remained in the Omeros treasury.
[F2]The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, if any, and nothing in this report shall be deemed an admission that the reporting person is the beneficial owner of such securities under Section 16 of the Securities Exchange Act of 1934 or for any other purpose.
[F3]Shares held in the [Demopulos Child #1] Gift Trust, an irrevocable trust established for the benefit of a minor child of the reporting person.
[F4]Shares held in the [Demopulos Child #2] Gift Trust, an irrevocable trust established for the benefit of a minor child of the reporting person.
[F5]This option vested and became exercisable over 48 equal monthly installments, with a vesting commencement date of April 1, 2015.

Signature

/s/ Peter B. Cancelmo, Attorney-in-Fact|2026-02-20

1 file