Sensei Biotherapeutics, Inc.·4

Jun 16, 4:21 PM ET

Hahn Stephen M. 4

4 · Sensei Biotherapeutics, Inc. · Filed Jun 16, 2026

Research Summary

AI-generated summary of this filing

Updated

Sensei Biotherapeutics Director Stephen Hahn Receives 25,000-Share Award

What Happened

  • Stephen M. Hahn, a director of Sensei Biotherapeutics (FTH), was granted 25,000 derivative shares (reported as an award) on June 12, 2026 at $0.00 (no cash paid).
  • The filing also reports conversion of a derivative security on June 15, 2026 that shows both acquisition and disposition of 44,763 common shares (price listed as N/A). These conversion entries likely relate to conversion/reclassification of securities rather than an open-market purchase or sale.

Key Details

  • Transaction dates: Grant/Award on 2026-06-12; Conversion of derivative security on 2026-06-15.
  • Grant: 25,000 shares @ $0.00 (derivative award). Reported value $0 in the filing.
  • Conversion: 44,763 shares acquired and 44,763 shares disposed on 2026-06-15 (price N/A). The filing records both acquisition and disposition for this conversion.
  • Shares owned after transaction: Not specified in the provided excerpt.
  • Footnotes of note:
    • F1: Each share of Series B Preferred is convertible into 1,000 shares of the issuer’s common stock and has no expiration date.
    • F2–F3: The Series B Preferred was issued in connection with a merger; outstanding HoldCo common was converted into Series B Preferred upon closing.
    • F4: The 25,000-share award is subject to vesting in 36 equal monthly installments (fully vested June 12, 2029), contingent on continued service.
  • Filing timeliness: No late filing flag indicated in the provided excerpt.

Context

  • The award is a derivative grant with a multi-year vesting schedule — not an immediate open-market purchase (a bullish signal when insiders buy stock outright).
  • The June 15 conversion entries appear to record internal conversions/reclassifications (e.g., Series B preferred into common following the merger) rather than a conventional sale to the market. The filing does not show a cash sale price or net proceeds.
  • For investors: awards and internal conversions provide information on compensation and capital structure changes but do not necessarily indicate director buying/selling sentiment.

Insider Transaction Report

Form 4
Period: 2026-06-12
Transactions
  • Conversion

    Common Stock

    [F1][F2][F3]
    2026-06-15+44,76344,763 total
  • Award

    Stock Option (right to buy)

    [F4]
    2026-06-12+25,00025,000 total
    Exercise: $13.00Exp: 2036-06-11Common Stock (25,000 underlying)
  • Conversion

    Series B Preferred Stock

    [F1][F2][F3]
    2026-06-1544.7630 total
    Common Stock (44,763 underlying)
Footnotes (4)
  • [F1]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 Issuer's Common Stock and has no expiration date.
  • [F2]Pursuant to February 17, 2026 Agreement and Plan of Merger (the "Merger Agreement"), by and among the Issuer, Sapphire First Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of the Issuer ("First Merger Sub"), Sapphire Second Merger Sub, LLC, a Delaware limited liability company and wholly owned subsidiary of the Issuer ("Second Merger Sub"), Faeth Holdings Therapeutics, Inc. ("HoldCo") and Faeth Therapeutics, LLC, a Delaware limited liability company and wholly owned subsidiary of HoldCo ("Faeth"), First Merger Sub merged with and into HoldCo, with HoldCo surviving the first merger as a wholly owned subsidiary of the Issuer, 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 Issuer (such mergers, the "Merger").
  • [F3]Footnote continued: Upon the closing of the Merger, shares of outstanding common stock of HoldCo were converted into the right to receive shares of the Issuer's Series B Preferred Stock.
  • [F4]The shares subject to the option vest and become exercisable in 36 equal monthly installments over a three year period such that the option is fully vested on the third anniversary of the date of grant, or June 12, 2029, subject to the Reporting Person's continuous service with the Issuer as of each such vesting date.
Signature
/s/ Josiah Craver, Attorney-in-Fact|2026-06-16

Documents

1 file
  • 4
    form4-06162026_080601.xmlPrimary