CLOUDASTRUCTURE (CSAI) CTO Gregory Rayzman Reprices 38,697 Options

What Happened
Gregory Rayzman, Chief Technology Officer of Cloudastructure, had a total of 38,697 options cancelled and replaced with new options repriced to the closing stock price of $5.38 on August 26, 2026. The Form 4 shows matching dispositions to the issuer and acquisitions of derivative securities on August 27, 2026 (codes D and A). Because the new options were set at the current market price, they are effectively at-the-money on grant (no immediate intrinsic value). The underlying notional value of the shares at $5.38 is roughly $208,000, but the options themselves start without intrinsic gain.

Key Details

• Transaction date: August 27, 2026; Form 4 filed August 31, 2026 (filed within the two-business-day window).
• Instruments and counts: 23,056 + 13,612 + 1,945 + 84 = 38,697 option shares cancelled and regranted.
• Repriced exercise price: $5.38 per share (closing price on Aug 26, 2026).
• Vesting/expiration: New options retain the same vesting and expiration dates as the cancelled options. Vesting: 25% on the first anniversary of the grant, then ratably over 36 substantially equal monthly installments. (Footnotes F1–F3)
• Shares owned after transaction: Not reported in this filing.
• Nature of transaction: Derivative repricing (cancellation and regrant), not an open-market buy or sell.

Context

• This is an option repricing event — a common corporate action to reset strikes to market to maintain incentive value; it is not a market purchase or sale of shares. Because the strike equals the market price at grant, the options have no immediate intrinsic value.
• The filing does not indicate a cashless exercise, sale of underlying shares, or transfer to another party. No 10b5-1 plan or tax-withholding sale is reported in this Form 4.
• No inference about the insider’s view of the company should be drawn from a reprice alone; it is a compensation adjustment rather than a straightforward buy or sell.