Aardvark CFO options repriced to conditional $1.26

Available on EDGAR 11/10/2026 - 05:14 PM EST Accepted by SEC EDGAR 11/10/2026 - 05:13 PM EST

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Form Type

Rhea-AI Filing Summary

Aardvark Therapeutics, Inc. reported that Chief Financial & Operating Officer Nelson Sun’s options covering 70,549 shares (original exercise price $13.48 per share), 209,826 shares ($11.29), and 23,719 shares ($4.24) were repriced on November 6, 2026 to $1.26 per share. Stockholders approved the repricing proposal on August 14, 2026.

The reduced price applies only if Sun remains in Continuous Service from November 6, 2026 until the earlier of November 6, 2027 or a Change in Control during his service; a Change in Control during service accelerates the options in full. Exercise before the Retention Period ends uses each option’s original exercise price. The options retain their original vesting schedules and expiration dates.

Insider Trade Summary

6 transactions reported

Mixed 6 txns

Insider Sun Nelson

Role See Remarks

Type	Security	Shares	Price	Value
Grant/Award	Stock Option (right to buy) ^{F1, F3, F4, F2}	70,549	--	--
Disposition	Stock Option (right to buy) ^{F3, F4, F2}	70,549	--	--
Grant/Award	Stock Option (right to buy) ^{F5, F3, F4, F6}	209,826	--	--
Disposition	Stock Option (right to buy) ^{F3, F4, F6}	209,826	--	--
Grant/Award	Stock Option (right to buy) ^{F7, F3, F4, F8}	23,719	--	--
Disposition	Stock Option (right to buy) ^{F3, F4, F8}	23,719	--	--

Holdings After Transaction: Stock Option (right to buy) — 304,094 options (Direct)

Footnotes (8)

F1. If this option is exercised prior to the end of the Retention Period (as defined in footnote (3)), the exercise price per share for such exercise shall be $13.48, the original exercise price per share, and not the New Exercise Price (as defined in footnote (3)) reflected in Column 2.
F2. 1/4th of the shares subject to the option shall vest on February 9, 2027, and 1/48th of the shares subject to the option shall vest in monthly installments thereafter, subject to the Reporting Person's continuous service through each vesting date, inclusive.
F3. On August 14, 2026, the stockholders of the Issuer approved a proposal to reprice certain eligible outstanding stock options, including the stock options with exercise prices of $13.48, $11.29 and $4.24 listed in Table II (the "Repriced Options"). In accordance with this approval, on November 6, 2026, the exercise price of each Repriced Option was reduced to $1.26 (the "New Exercise Price"); provided that, for the New Exercise Price to apply, the Reporting Person must remain in Continuous Service (as defined in the applicable equity plan governing such option) with the Issuer from November 6, 2026 until the earlier of (i) November 6, 2027 and (ii) a Change in Control (as defined in the applicable equity plan governing such option) during the Reporting Person's Continuous Service with the Issuer (upon which such option shall accelerate in full) (such period, the "Retention Period").
F4. (Continued from footnote 3) Following the repricing, each Repriced Option retains its respective original vesting schedule and expiration date.
F5. If this option is exercised prior to the end of the Retention Period, the exercise price per share for such exercise shall be $11.29, the original exercise price per share, and not the New Exercise Price reflected in Column 2.
F6. 1/4th of the shares subject to the option vested on June 11, 2026, and 1/48th of the shares subject to the option vested or shall vest in monthly installments thereafter, subject to the Reporting Person's continuous service through each vesting date, inclusive.
F7. If this option is exercised prior to the end of the Retention Period, the exercise price per share for such exercise shall be $4.24, the original exercise price per share, and not the New Exercise Price reflected in Column 2.
F8. 1/48th of the original number of shares subject to the option vested on July 27, 2024, and 1/48th of the original number of shares subject to the option vested or shall vest in monthly installments thereafter, subject to the Reporting Person's continuous service through each vesting date, inclusive.

Key Figures

Options repriced; original exercise price: 70,549 shares; $13.48 per share Options repriced; original exercise price: 209,826 shares; $11.29 per share Options repriced; original exercise price: 23,719 shares; $4.24 per share +1 more

4 metrics

Options repriced; original exercise price 70,549 shares; $13.48 per share Repriced November 6, 2026

Options repriced; original exercise price 209,826 shares; $11.29 per share Repriced November 6, 2026

Options repriced; original exercise price 23,719 shares; $4.24 per share Repriced November 6, 2026

New exercise price $1.26 per share Repriced options, subject to the Retention Period terms

Key Terms

New Exercise Price, Retention Period, Continuous Service, Change in Control, +1 more

5 terms

New Exercise Price technical

"the New Exercise Price"

Retention Period technical

"such period, the "Retention Period""

Continuous Service technical

"must remain in Continuous Service"

Change in Control technical

"a Change in Control during the Reporting Person's Continuous Service"

A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.

Repriced Options technical

"the "Repriced Options""

FAQ

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

What option repricing did AARD's Chief Financial & Operating Officer report?

Nelson Sun’s options covering 70,549 shares at an original $13.48 exercise price, 209,826 shares at $11.29, and 23,719 shares at $4.24 were repriced on November 6, 2026 to $1.26 per share. Stockholders approved the repricing proposal on August 14, 2026.

When does AARD's $1.26 option exercise price apply?

The $1.26 price applies if Nelson Sun remains in Continuous Service from November 6, 2026 until the earlier of November 6, 2027 or a Change in Control during his service. Options exercised before the Retention Period ends use their applicable original exercise price. A Change in Control during service accelerates the options in full.

When do AARD's repriced options expire?

The options covering 70,549 shares expire February 9, 2036; those covering 209,826 shares expire June 11, 2035; and those covering 23,719 shares expire July 20, 2034. Each repriced option retains its respective original vesting schedule.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Sun Nelson

(Last)

(First)

(Middle)

C/O AARDVARK THERAPEUTICS, INC.

4370 LA JOLLA VILLAGE DRIVE, SUITE 1050

(Street)

SAN DIEGO

CALIFORNIA

92122

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Aardvark Therapeutics, Inc. [ AARD ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	See Remarks

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
11/06/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (right to buy)	$1.26⁽¹⁾	11/06/2026		A		70,549		⁽²⁾	02/09/2036	Common Stock	70,549	⁽³⁾⁽⁴⁾	70,549	D
Stock Option (right to buy)	$13.48	11/06/2026		D			70,549	⁽²⁾	02/09/2036	Common Stock	70,549	⁽³⁾⁽⁴⁾	0	D
Stock Option (right to buy)	$1.26⁽⁵⁾	11/06/2026		A		209,826		⁽⁶⁾	06/11/2035	Common Stock	209,826	⁽³⁾⁽⁴⁾	209,826	D
Stock Option (right to buy)	$11.29	11/06/2026		D			209,826	⁽⁶⁾	06/11/2035	Common Stock	209,826	⁽³⁾⁽⁴⁾	0	D
Stock Option (right to buy)	$1.26⁽⁷⁾	11/06/2026		A		23,719		⁽⁸⁾	07/20/2034	Common Stock	23,719	⁽³⁾⁽⁴⁾	23,719	D
Stock Option (right to buy)	$4.24	11/06/2026		D			23,719	⁽⁸⁾	07/20/2034	Common Stock	23,719	⁽³⁾⁽⁴⁾	0	D

Explanation of Responses:

1. If this option is exercised prior to the end of the Retention Period (as defined in footnote (3)), the exercise price per share for such exercise shall be $13.48, the original exercise price per share, and not the New Exercise Price (as defined in footnote (3)) reflected in Column 2.

2. 1/4th of the shares subject to the option shall vest on February 9, 2027, and 1/48th of the shares subject to the option shall vest in monthly installments thereafter, subject to the Reporting Person's continuous service through each vesting date, inclusive.

3. On August 14, 2026, the stockholders of the Issuer approved a proposal to reprice certain eligible outstanding stock options, including the stock options with exercise prices of $13.48, $11.29 and $4.24 listed in Table II (the "Repriced Options"). In accordance with this approval, on November 6, 2026, the exercise price of each Repriced Option was reduced to $1.26 (the "New Exercise Price"); provided that, for the New Exercise Price to apply, the Reporting Person must remain in Continuous Service (as defined in the applicable equity plan governing such option) with the Issuer from November 6, 2026 until the earlier of (i) November 6, 2027 and (ii) a Change in Control (as defined in the applicable equity plan governing such option) during the Reporting Person's Continuous Service with the Issuer (upon which such option shall accelerate in full) (such period, the "Retention Period").

4. (Continued from footnote 3) Following the repricing, each Repriced Option retains its respective original vesting schedule and expiration date.

5. If this option is exercised prior to the end of the Retention Period, the exercise price per share for such exercise shall be $11.29, the original exercise price per share, and not the New Exercise Price reflected in Column 2.

6. 1/4th of the shares subject to the option vested on June 11, 2026, and 1/48th of the shares subject to the option vested or shall vest in monthly installments thereafter, subject to the Reporting Person's continuous service through each vesting date, inclusive.

7. If this option is exercised prior to the end of the Retention Period, the exercise price per share for such exercise shall be $4.24, the original exercise price per share, and not the New Exercise Price reflected in Column 2.

8. 1/48th of the original number of shares subject to the option vested on July 27, 2024, and 1/48th of the original number of shares subject to the option vested or shall vest in monthly installments thereafter, subject to the Reporting Person's continuous service through each vesting date, inclusive.

Remarks:

Chief Financial & Operating Officer

	/s/ Nelson Sun	11/10/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR