Parikh Anand Kiran 4
4 · Sensei Biotherapeutics, Inc. · Filed Feb 19, 2026
Research Summary
AI-generated summary of this filing
Sensei (SNSE) COO Anand Parikh Receives 2.2M Series B Preferred
What Happened
- Anand Kiran Parikh, Chief Operating Officer of Sensei Biotherapeutics (SNSE), was granted/received an aggregate of 2,198,333 shares of Series B Non-Voting Convertible Preferred Stock (derivative) in transactions reported Feb 17–19, 2026. The filing shows multiple grants: 809,822; 92,533; 56,673 (all reported Feb 17) and 1,239,305 (reported Feb 19 at $0.00). These were awards/consideration tied to a merger and option exchanges rather than open-market purchases or cash payments.
- Each Series B Preferred share is convertible into 1,000 shares of Sensei common stock (per the filing), so these preferred shares represent the potential to convert into approximately 2.198 billion common shares. The Series B Preferred has no expiration date and the immediate reported cash value is $0.00 / N/A in the filing.
Key Details
- Transaction dates: Feb 17, 2026 (three grants: 809,822; 92,533; 56,673) and Feb 19, 2026 (1,239,305 at $0.00). Filing date: Feb 19, 2026.
- Reported price: N/A for three grants; $0.00 for the Feb 19 grant (derivative issuance/merger consideration).
- Shares owned after transaction: Not specified in the provided excerpt of the Form 4.
- Notable footnotes from the filing:
- F1: Each Series B Preferred share converts into 1,000 common shares; Preferred has no expiration.
- F2–F4, F6: Portions were received in exchange for HoldCo/Faeth common shares and for Faeth stock options (some options had a $0.23 exercise price prior to exchange).
- F5, F7, F8: Vesting/exercisability terms vary — some shares/options are immediately exercisable; others vest 25% on Feb 19, 2027 with the remainder vesting monthly over 36 months.
- Timeliness: Filing was submitted Feb 19, 2026 for transactions on Feb 17–19, 2026 (no late-filing indication in the excerpt).
Context
- These transactions are merger consideration and equity awards/exchanges tied to Sensei’s acquisition of Faeth/HoldCo interests, not open-market insider buying or selling. That means they reflect deal-related compensation/conversion rather than a direct vote of confidence via personal cash purchases.
- The convertible preferred structure creates substantial potential dilution if converted (1 preferred → 1,000 common). For investors, note the difference between receiving convertible preferred/security awards and straightforward purchases or sales of listed common stock.
- As always, these filings are factual disclosures of holdings/transactions; they do not state the insider’s motives.
Insider Transaction Report
Form 4
Parikh Anand Kiran
DirectorChief Operating Officer
Transactions
- Award
Series B Preferred Stock
[F1][F2][F3]2026-02-17+809,822→ 809,822 total→ Common Stock (809.822 underlying) - Award
Employee Stock Option (right to buy)
[F4][F5]2026-02-17+92,533→ 92,533 totalExercise: $1.16Exp: 2032-09-14→ Common Stock (92,533 underlying) - Award
Employee Stock Option (right to buy)
[F6][F7]2026-02-17+56,673→ 56,673 totalExercise: $1.16Exp: 2032-09-14→ Common Stock (56,673 underlying) - Award
Employee Stock Option (right to buy)
[F8]2026-02-19+1,239,305→ 1,239,305 totalExercise: $27.22Exp: 2036-02-18→ Common Stock (1,239,305 underlying)
Footnotes (8)
- [F1]Each share of Series B Non-Voting Convertible Preferred Stock (the "Series B Preferred Stock") is convertible into 1,000 shares of Common Stock of Sensei Biotherapeutics, Inc. (the "Company"). The Preferred Stock has no expiration date.
- [F2]Received in exchange for 4,062,777 shares of common stock of Faeth Holdings Therapeutics, Inc. ("HoldCo") pursuant to an Agreement and Plan of Merger, dated February 17, 2026 (the "Merger Agreement"), by and among the Company, Sapphire First Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of the Company ("First Merger Sub"), Sapphire Second Merger Sub, LLC, a Delaware limited liability company and wholly owned subsidiary of the Company ("Second Merger Sub"), HoldCo and Faeth Therapeutics, LLC, a Delaware limited liability company and wholly owned subsidiary of HoldCo ("Faeth").
- [F3]Under the terms of the Merger Agreement, on February 17, 2026, First Merger Sub merged with and into HoldCo, with HoldCo surviving the first merger as a wholly owned subsidiary of the Company, and immediately following the first merger, HoldCo merged with and into Second Merger Sub, with Second Merger Sub surviving the second merger as a wholly owned subsidiary of the Company (such mergers, the "Merger"). Upon the closing of the Merger, shares of outstanding common stock of HoldCo were converted into the right to receive shares of the Company's Series B Preferred Stock in accordance with the Merger Agreement. Subject to certain conditions set forth in the Certificate of Designation of Preferences, Rights and Limitations of the Series B Preferred Stock, each share of Series B Preferred Stock is convertible into 1,000 shares of the Company's Common Stock ("Common Stock").
- [F4]Received in exchange for a stock option to acquire 464,222 shares of Faeth common stock with an exercise price of $0.23 per share pursuant to the Merger Agreement.
- [F5]Beginning August 1, 2022, the shares subject to the option vest in a series of forty-eight (48) successive equal monthly installments.
- [F6]Received in exchange for stock options to acquire an aggregate of 284,320 shares of Faeth common stock with an exercise price of $0.23 per share pursuant to the Merger Agreement.
- [F7]Immediately exercisable.
- [F8]25% of the shares shall vest on February 19, 2027, and the remaining shares shall vest in 36 equal monthly installments thereafter.
Signature
/s/ Anand Kiran Parikh|2026-02-19