STOCK TITAN

Adagio Medical (ADGM) awards 30,000 stock options to director James L. Cox

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Adagio Medical Holdings, Inc. reported that director James L. Cox received a grant of a non-qualified stock option for 30,000 shares of common stock on June 16, 2026. The option has an exercise price of $0.7103 per share and expires on June 16, 2036. It vests in equal monthly installments over one year, with 1/12 of the shares vesting after each month of continuous service beginning on the vesting commencement date of June 16, 2026. Following this grant, Cox holds 30,000 option shares directly.

Positive

  • None.

Negative

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Insider Cox James L
Role Director
Type Security Shares Price Value
Grant/Award Non-qualified stock option (right to buy) F1 30,000 $0.00 $0.00
Holdings After Transaction: Non-qualified stock option (right to buy) — 30,000 shares (Direct)
Footnotes (1)
  1. F1. Annual stock option granted under the Issuer's Non-Employee Director Compensation Policy and the Issuer's 2024 Equity Incentive Plan (the "Option"). The Option will vest in equal monthly installments over a one-year period, whereby 1/12th of shares underlying the Option shall vest in equal monthly installments at the conclusion of each month of continuous service after the vesting commencement date of 06/16/2026.
Options Granted 30,000 shares Non-qualified stock option award to director James L. Cox on June 16, 2026
Exercise Price $0.7103 per share Conversion or exercise price for the non-qualified stock option
Expiration Date June 16, 2036 Option term for the 30,000-share non-qualified stock option
Underlying Shares 30,000 shares Common stock underlying the non-qualified stock option
Post-transaction Holdings 30,000 option shares Total derivative securities held directly by James L. Cox after the grant
Non-qualified stock option financial
"Annual stock option granted under the Issuer's Non-Employee Director Compensation Policy"
A non-qualified stock option (NSO) is a contract that lets an employee or service provider buy company shares at a fixed price for a set period, like a voucher to purchase stock later at today’s price. It matters to investors because exercising NSOs creates ordinary income for the holder and can increase share count, affecting a company’s earnings and ownership mix; think of it as a future sale that can dilute existing shareholders and has immediate tax consequences for the recipient.
Equity Incentive Plan financial
"granted under the Issuer's Non-Employee Director Compensation Policy and the Issuer's 2024 Equity Incentive Plan"
An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.
vesting commencement date financial
"after the vesting commencement date of 06/16/2026"
The vesting commencement date is the starting point when an employee begins earning ownership rights to their promised benefits, such as stock options or retirement contributions. Think of it like the day a savings account is opened—only after this date do the benefits start to grow and become fully available over time. It matters to investors because it marks when the clock begins ticking toward full ownership, affecting the timing and value of these benefits.

FAQ

What did Adagio Medical Holdings (ADGM) disclose about James L. Cox in this Form 4?

The filing shows director James L. Cox received a grant of 30,000 non-qualified stock options on June 16, 2026. These options relate to Adagio Medical Holdings, Inc. common stock and represent a compensation award rather than an open-market purchase or sale.

How many options were granted to James L. Cox according to the ADGM Form 4?

James L. Cox was granted 30,000 non-qualified stock options for Adagio Medical common stock. All 30,000 shares underlie this single option award, and his total derivative holdings reported after the transaction are 30,000 option shares held directly.

What is the exercise price and term of the options granted in the ADGM Form 4?

The option granted to James L. Cox has an exercise price of $0.7103 per share and an expiration date of June 16, 2036. This gives him the right to buy ADGM common shares at that price until expiration, subject to vesting.

How do the ADGM options granted to James L. Cox vest?

The option vests in equal monthly installments over one year. Specifically, 1/12 of the shares underlying the option vest at the end of each month of continuous service after the vesting commencement date of June 16, 2026.

Under what plans were James L. Cox’s ADGM options granted?

The option was granted under Adagio Medical’s Non-Employee Director Compensation Policy and its 2024 Equity Incentive Plan. These frameworks govern equity compensation awards for non-employee directors of the company.

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

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SEC Form 4
FORM 4UNITED 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*
Cox James L

(Last)(First)(Middle)
C/O ADAGIO MEDICAL HOLDINGS, INC.
26051 MERIT CIRCLE, SUITE 102

(Street)
LAGUNA HILLS CALIFORNIA 92653

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Adagio Medical Holdings, Inc. [ ADGM ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/16/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Non-qualified stock option (right to buy)(1)$0.710306/16/2026A30,000 (1)06/16/2036Common Stock30,000$030,000D
Explanation of Responses:
1. Annual stock option granted under the Issuer's Non-Employee Director Compensation Policy and the Issuer's 2024 Equity Incentive Plan (the "Option"). The Option will vest in equal monthly installments over a one-year period, whereby 1/12th of shares underlying the Option shall vest in equal monthly installments at the conclusion of each month of continuous service after the vesting commencement date of 06/16/2026.
/s/ Deborah Kaster, Attorney-in-Fact08/12/2026
** Signature of Reporting PersonDate
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)