IGC Pharma CEO and Principal Financial Officer Purchase More Than $1.15 Million of Common Stock Directly from the Company

IGC Pharma (NYSE American: IGC) announced that CEO Ram Mukunda and Principal Financial Officer Claudia Grimaldi acquired a combined 4,274,853 common shares at $0.27 per share directly from the company.

Rhea-AI Summary

IGC Pharma (NYSE American: IGC) announced that CEO Ram Mukunda and Principal Financial Officer Claudia Grimaldi acquired a combined 4,274,853 common shares at $0.27 per share directly from the company.

The transaction canceled about $1.15 million in amounts owed to them, reduced obligations with no cash outlay, and increased management’s direct common equity ownership in a restricted private placement approved by independent directors.

Positive

• Approximately $1.15 million of company obligations canceled with no cash outflow
• Insiders acquired 4,274,853 common shares at market price, increasing equity ownership
• CEO converted $601,148 owed, including $283,639 of personal cash advances, into stock
• Principal Financial Officer converted $553,062 owed, including $268,723 of cash advances, into stock
• Transaction price of $0.27 matched prior trading day’s NYSE American closing price

Negative

• Issuance of 4,274,853 new common shares creates equity dilution for existing shareholders

Argus Jul 7 session

-1.07% close to close Open Argus

Details

News Market Reaction – IGC

In the Jul 7 session, IGC declined 1.07%, reflecting a mild negative market reaction.

Data tracked by StockTitan Argus on the day of publication.

Market Context

Converting roughly $1.15 million of insider payables into common stock strengthens equity and aligns...

Analysis

Converting roughly $1.15 million of insider payables into common stock strengthens equity and aligns leadership with shareholders without using cash. Prior news has drawn modest, mixed reactions, while an effective resale shelf and ongoing financing needs remain important risk factors to monitor.

Key Figures

Insider share purchase: 4,274,853 shares Purchase price: $0.27 per share Debt cancelled: $1.15 million +5 more

Insider share purchase

4,274,853 shares

Aggregate common stock bought by CEO and PFO directly from company

Purchase price

$0.27 per share

Price matched prior NYSE American closing price on June 29, 2026

Debt cancelled

$1.15 million

Approximate outstanding obligations to CEO and PFO converted into equity

Personal cash advanced

$552,362+

Combined personal cash previously advanced to IGC by CEO and PFO

CEO shares acquired

2,226,475 shares

Purchased via cancellation of company obligations to CEO

CEO debt cancelled

$601,148

Company obligations to CEO exchanged for restricted common stock

PFO shares acquired

2,048,378 shares

Purchased via cancellation of company obligations to PFO

PFO debt cancelled

$553,062

Company obligations to PFO exchanged for restricted common stock

Historical Context

5 past events · Latest: Jun 23

5 events

1. Jun 23

   AI platform launch

   24h Move

   -0.6%

   Beta launch of AHA AI platform cutting Alzheimer’s data harmonization time.

2. Jun 11

   Clinical enrollment update

   24h Move

   +0.5%

   Phase 2 CALMA trial reached 146-patient enrollment target for IGC-AD1.

3. Jun 09

   Analyst price-target change

   24h Move

   -2.9%

   Ascendiant raised its price target citing clinical progress and 2026 catalysts.

4. Jun 02

   Clinical site addition

   24h Move

   -1.7%

   Mount Sinai added as CALMA trial site as study advances toward topline data.

5. May 19

   Earnings and pipeline update

   24h Move

   +0.7%

   Q1 2026 financials and progress on CALMA trial and Alzheimer’s programs.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

restricted common stock, private placement, section 4(a)(2), restricted securities, +1 more

5 terms

restricted common stock financial

"Senior management elects restricted common stock at $0.27 per share in lieu of repayment"

Restricted common stock is company shares that carry limits on selling or transferring for a set period or until certain conditions are met, like time-based vesting or regulatory clearance. Think of them as shares in a locked box that gradually open; they can become freely tradable later but initially reduce the number of shares available on the market. Investors watch restricted stock because its eventual release can change a company’s share supply, affect stock price, and influence control and dilution.

private placement regulatory

"The shares were issued in a private placement exempt from registration"

A private placement is a sale of securities directly to a selected group of investors, typically institutions or accredited investors, instead of through a public offering. It lets a company raise money faster and with fewer regulatory steps; for existing shareholders it matters because the newly issued shares, often sold at a discount, increase the share count and can dilute their ownership.

section 4(a)(2) regulatory

"exempt from registration under Section 4(a)(2) of the Securities Act of 1933"

Section 4(a)(2) is a part of U.S. securities laws that allows companies to sell their stock directly to certain investors without registering the sale with regulators. This process is often used for private placements, making it easier and faster for companies to raise money from knowledgeable or institutional investors. It matters to investors because it provides an alternative way to buy shares, often with fewer disclosures and lower costs.

restricted securities regulatory

"and are restricted securities."

Restricted securities are shares or other investment instruments that come with legal or contractual limits on when and how they can be sold, like stock given to founders or bought in a private offering. Think of them as assets in a locked box that can’t be freely traded until certain conditions — such as a waiting period, company registration, or specific approvals — are met. For investors this matters because restricted securities are less liquid and can affect timing, price, and perceived value when they eventually enter the market.

rule 16b-3 regulatory

"including for purposes of Rule 16b-3 under the Securities Exchange Act of 1934."

Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.

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Senior management elects restricted common stock at $0.27 per share in lieu of repayment of amounts owed, including more than $552,362 of personal cash previously advanced to IGC

POTOMAC, MD / ACCESS Newswire / July 7, 2026 / IGC Pharma, Inc. (NYSE American:IGC) ("IGC" or the "Company"), a clinical-stage biotechnology company developing therapeutics for Alzheimer's disease, today announced that Chief Executive Officer Ram Mukunda and Principal Financial Officer Claudia Grimaldi have purchased an aggregate of 4,274,853 shares of IGC common stock directly from the Company at $0.27 per share.

The shares were purchased through the cancellation of approximately $1.15 million of outstanding amounts owed by the Company to Mr. Mukunda and Ms. Grimaldi, including more than $552,362 of personal cash previously advanced to IGC and additional amounts deferred over multiple years. The $0.27 purchase price equaled the closing price of IGC common stock on the NYSE American on June 29, 2026, the trading day immediately preceding the transaction.

Mr. Mukunda purchased 2,226,475 shares of common stock through the cancellation of $601,148 owed to him by the Company, including $283,639 of personal cash previously advanced to IGC. Ms. Grimaldi purchased 2,048,378 shares of common stock through the cancellation of $553,062 owed to her by the Company, including $268,723 of personal cash previously advanced to IGC.

"This is an insider purchase in the most direct form: common stock, no discount, no special rights," said Ram Mukunda, Chief Executive Officer of IGC Pharma. "Claudia and I had personal capital and other deferred amounts tied up in IGC over multiple years. We chose to turn that commitment into restricted common shares at the prior day's closing price because we believe deeply in the Company's Alzheimer's therapeutic program, our AI-enabled healthcare technology platform, and the long-term opportunity ahead. We did not receive preferred stock, warrants, liquidation preference, or special voting rights. We bought common stock because that is where we want our interests aligned, with our shareholders."

The transactions did not involve any cash payment by the Company and reduced outstanding obligations by approximately $1.15 million while increasing management's direct common equity ownership.

The shares were issued in a private placement exempt from registration under Section 4(a)(2) of the Securities Act of 1933 and are restricted securities. The transactions were approved in advance by the independent directors and the Audit Committee, with the interested officers recused, including for purposes of Rule 16b-3 under the Securities Exchange Act of 1934.

About IGC Pharma (dba IGC):

IGC Pharma (NYSE American:IGC) is a clinical-stage biotechnology company leveraging AI to develop innovative treatments for Alzheimer's and metabolic disorders. Our lead asset, IGC-AD1, is a therapy currently in a Phase 2 trial (CALMA) for agitation in Alzheimer's dementia. Our pipeline includes TGR-63, targeting amyloid plaques, and early-stage programs focused on neurodegeneration, tau proteins, and metabolic dysfunctions. We integrate AI to accelerate drug discovery, optimize clinical trials, and enhance patient targeting. With a complete patent portfolio and a commitment to innovation, IGC Pharma is advancing breakthrough therapies.

Forward-Looking Statements:

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on current expectations and involve risks and uncertainties that could cause actual results to differ materially, including risks related to the Company's ability to complete enrollment in its Phase 2 CALMA trial within anticipated timeframes, demonstrate safety and efficacy, the timing of data readouts, regulatory approvals, and other factors discussed in the Company's filings with the U.S. Securities and Exchange Commission (SEC), including its most recent Annual Report on Form 10-KT. The Company undertakes no obligation to update these statements.

Investor Relations Contact

Andres Sanchez
Investor Relations
info@igcpharma.com
+1 301-983-0998 / +1 (202) 569-2566

SOURCE: IGC Pharma, Inc.

View the original press release on ACCESS Newswire

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did IGC Pharma (IGC) announce on July 7, 2026?

IGC Pharma announced that its CEO and Principal Financial Officer purchased 4,274,853 common shares directly from the company by canceling about $1.15 million in obligations. According to IGC Pharma, this insider purchase involved restricted common stock at $0.27 per share, matching the prior day’s closing price.

How many IGC (NYSE American: IGC) shares did management buy and at what price?

IGC Pharma’s CEO and Principal Financial Officer acquired a total of 4,274,853 common shares at $0.27 per share. According to IGC Pharma, the CEO bought 2,226,475 shares and the PFO bought 2,048,378 shares, all at the previous trading day’s NYSE American closing price.

Did IGC Pharma use cash for the July 2026 insider stock purchase?

IGC Pharma did not use cash for this insider purchase; it canceled about $1.15 million in obligations instead. According to IGC Pharma, the transaction converted personal cash advances and deferred amounts owed to management into restricted common stock, improving liquidity without a cash outflow.

How does the IGC July 2026 insider share purchase affect shareholders?

The transaction increases insider common equity ownership but issues 4,274,853 new shares, which dilutes existing holders. According to IGC Pharma, the purchase price matched market value, canceled $1.15 million of obligations, and aligned management’s interests with common shareholders through restricted stock.

What debts were converted to equity in IGC’s July 2026 management stock purchase?

About $1.15 million owed to the CEO and PFO was converted into common stock at $0.27 per share. According to IGC Pharma, this included more than $552,362 of personal cash previously advanced to the company and additional deferred amounts over multiple years.

How was the IGC Pharma July 2026 insider stock transaction approved?

The insider stock transaction was approved in advance by independent directors and the Audit Committee, with interested officers recused. According to IGC Pharma, the private placement relied on a Section 4(a)(2) Securities Act exemption and satisfied Rule 16b-3 considerations under the Exchange Act.