ADARx director-linked entities buy shares at $17

Preferred holdings converted into common stock, alongside entity-level common-stock purchases at $17.00 per share.

Rhea-AI Filing Summary

ADARx Pharmaceuticals, Inc. (ADRX) reports preferred-stock conversions and common-stock purchases on September 28, 2026, through entities associated with Simeon George, identified as a director and 10% owner. The conversions produced 3,334,938 and 1,113,666 common shares for SR One Capital Fund I Aggregator, LP; 1,538,691 for SR One Capital Opportunities Fund I, LP; and 1,667,468 and 169,001 for SR One Co-Invest III, LLC. Each preferred-stock derivative entry showed zero shares following conversion.

SR One Capital Fund I Aggregator, LP purchased 592,593 shares, SR One Capital Opportunities Fund I, LP purchased 414,814 shares, and AMZL, LP purchased 592,593 shares, each at $17.00 per share; AMZL, LP reported 592,593 shares following its purchase. The preferred shares automatically converted upon the IPO closing, without further consideration, on a 1-for-1.1717 reverse stock split basis. Transactions were indirect and attributed to the named entities; George disclaimed beneficial ownership of portions in which he had no pecuniary interest.

Insider Trade Summary

Net Buyer: 1,600,000 shares

Net Buy 15 txns

Insider George Simeon

Role Director, 10% Owner

Bought 1,600,000 shs ($27.20M)

Type	Security	Shares	Price	Value
Conversion	Series B Preferred Stock F1, F2	3,907,547	$0.00	$0.00
Conversion	Series B-1 Preferred Stock F1, F2	1,304,883	$0.00	$0.00
Conversion	Series C Preferred Stock F1, F2	600,962	$0.00	$0.00
Conversion	Series C Preferred Stock F1, F3	1,802,885	$0.00	$0.00
Conversion	Series B Preferred Stock F1, F4	1,953,773	$0.00	$0.00
Conversion	Series B-1 Preferred Stock F1, F4	198,019	$0.00	$0.00
Conversion	Common Stock F1, F2	3,334,938	--	--
Conversion	Common Stock F1, F2	1,113,666	--	--
Conversion	Common Stock F1, F2	512,897	--	--
Purchase	Common Stock F2	592,593	$17.00	$10.07M
Conversion	Common Stock F1, F3	1,538,691	--	--
Purchase	Common Stock F3	414,814	$17.00	$7.05M
Conversion	Common Stock F1, F4	1,667,468	--	--
Conversion	Common Stock F1, F4	169,001	--	--
Purchase	Common Stock F5	592,593	$17.00	$10.07M

Holdings After Transaction: Series B Preferred Stock — 0 contracts (Indirect, See Note 2); Series B-1 Preferred Stock — 0 contracts (Indirect, See Note 2); Series C Preferred Stock — 0 contracts (Indirect, See Note 2); Series C Preferred Stock — 0 contracts (Indirect, See Note 3); Series B Preferred Stock — 0 contracts (Indirect, See Note 4); Series B-1 Preferred Stock — 0 contracts (Indirect, See Note 4); Common Stock — 5,554,094 shares (Indirect, See Note 2); Common Stock — 1,953,505 shares (Indirect, See Note 3); Common Stock — 1,836,469 shares (Indirect, See Note 4); Common Stock — 592,593 shares (Indirect, See Note 5)

Footnotes (5)

1. F1. Each share of Series B Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock (collectively, the "Preferred Stock") automatically converted on a 1-for-1.1717 reverse stock split basis into shares of Common Stock upon the closing of the Issuer's initial public offering on September 28, 2026, without payment of further consideration. The Preferred Stock has no expiration date.
2. F2. The Reporting Person is the managing member of SR One Capital Management, LLC ("SR One Capital Management"), which is the sole general partner of SR One Capital Partners I, LP ("SR One Partners I"). SR One Partners I is the sole general partner of SR One Capital Fund I Aggregator, LP ("SR One Fund I Aggregator"), the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"), or otherwise of such portion of the securities held by SR One Fund I Aggregator in which the Reporting Person has no pecuniary interest.
3. F3. The Reporting Person is the managing member of SR One Capital Management, which is the sole general partner of SR One Capital Opportunities Partners I, LP ("SR One Opportunities Partners I"). SR One Opportunities Partners I is the sole general partner of SR One Capital Opportunities Fund I, LP ("SR One Opportunities Fund I"), which is the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 or otherwise of such portion of the securities held by SR One Opportunities Fund I in which the Reporting Person has no pecuniary interest.
4. F4. The Reporting Person is the managing member of SR One Capital Management, which is the managing member of SR One Co-Invest III Manager LLC ("SR One Co-Invest Manager"). SR One Co-Invest Manager is the managing member of SR One Co-Invest III, LLC ("SR One Co-Invest"), which is the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 or otherwise of such portion of the securities held by SR One Co-Invest in which the Reporting Person has no pecuniary interest.
5. F5. The Reporting Person is the managing member of SR One Capital Management, which is the sole general partner of SR One Capital SMA Partners, LP ("SMA Partners"). SMA Partners is the sole general partner of AMZL, LP ("AMZL"), which is the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 or otherwise of such portion of the securities held by AMZL in which the Reporting Person has no pecuniary interest.

Key Figures

Common shares purchased: 592,593 shares Common shares purchased: 414,814 shares Common shares purchased and reported following purchase: 592,593 shares +4 more

7 metrics

Common shares purchased 592,593 shares SR One Capital Fund I Aggregator, LP; September 28, 2026

Common shares purchased 414,814 shares SR One Capital Opportunities Fund I, LP; September 28, 2026

Common shares purchased and reported following purchase 592,593 shares AMZL, LP; September 28, 2026

Purchase price $17.00 per share Common-stock purchases on September 28, 2026

Common shares from preferred-stock conversions 3,334,938 shares (Series B); 1,113,666 shares (Series B-1) SR One Capital Fund I Aggregator, LP

Common shares from preferred-stock conversion 1,538,691 shares (Series C) SR One Capital Opportunities Fund I, LP

Common shares from preferred-stock conversions 1,667,468 shares (Series B); 169,001 shares (Series B-1) SR One Co-Invest III, LLC

Key Terms

reverse stock split basis, direct beneficial owner, pecuniary interest

3 terms

reverse stock split basis financial

"converted on a 1-for-1.1717 reverse stock split basis"

direct beneficial owner regulatory

"the direct beneficial owner of the securities"

pecuniary interest regulatory

"in which the Reporting Person has no pecuniary interest"

FAQ

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

How many ADRX shares did the related entities purchase, and at what price?

On September 28, 2026, SR One Capital Fund I Aggregator, LP purchased 592,593 shares, SR One Capital Opportunities Fund I, LP purchased 414,814 shares, and AMZL, LP purchased 592,593 shares, each at $17.00 per share. AMZL, LP reported 592,593 shares following its purchase. No Rule 10b5-1 plan is reported for these purchases.

How many ADRX common shares resulted from the preferred-stock conversions?

The preferred shares automatically converted upon the IPO closing on September 28, 2026, without further consideration, on a 1-for-1.1717 reverse stock split basis. Resulting common shares were 3,334,938 and 1,113,666 for SR One Capital Fund I Aggregator, LP; 1,538,691 for SR One Capital Opportunities Fund I, LP; and 1,667,468 and 169,001 for SR One Co-Invest III, LLC. Each preferred-stock derivative entry showed zero shares following conversion.

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

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Available on EDGAR 09/29/2026 - 09:43 PM Accepted by SEC EDGAR 09/29/2026 - 09:43 PM Learn about SEC filing dates

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^*

George Simeon

(Last) (First) (Middle)

929 MAIN STREET

SUITE 200

(Street)

REDWOOD CITY CALIFORNIA 94063

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
ADARx Pharmaceuticals, Inc. [ ADRX ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/28/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/28/2026		C		3,334,938	A	(1)	3,334,938	I	See Note 2(2)
Common Stock	09/28/2026		C		1,113,666	A	(1)	4,448,604	I	See Note 2(2)
Common Stock	09/28/2026		C		512,897	A	(1)	4,961,501	I	See Note 2(2)
Common Stock	09/28/2026		P		592,593	A	$17	5,554,094	I	See Note 2(2)
Common Stock	09/28/2026		C		1,538,691	A	(1)	1,538,691	I	See Note 3(3)
Common Stock	09/28/2026		P		414,814	A	$17	1,953,505	I	See Note 3(3)
Common Stock	09/28/2026		C		1,667,468	A	(1)	1,667,468	I	See Note 4(4)
Common Stock	09/28/2026		C		169,001	A	(1)	1,836,469	I	See Note 4(4)
Common Stock	09/28/2026		P		592,593	A	$17	592,593	I	See Note 5(5)

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series B Preferred Stock	(1)	09/28/2026		C			3,907,547	(1)	(1)	Common Stock	3,334,938	$0	0	I	See Note 2(2)
Series B-1 Preferred Stock	(1)	09/28/2026		C			1,304,883	(1)	(1)	Common Stock	1,113,666	$0	0	I	See Note 2(2)
Series C Preferred Stock	(1)	09/28/2026		C			600,962	(1)	(1)	Common Stock	512,897	$0	0	I	See Note 2(2)
Series C Preferred Stock	(1)	09/28/2026		C			1,802,885	(1)	(1)	Common Stock	1,538,691	$0	0	I	See Note 3(3)
Series B Preferred Stock	(1)	09/28/2026		C			1,953,773	(1)	(1)	Common Stock	1,667,468	$0	0	I	See Note 4(4)
Series B-1 Preferred Stock	(1)	09/28/2026		C			198,019	(1)	(1)	Common Stock	169,001	$0	0	I	See Note 4(4)

Explanation of Responses:

1. Each share of Series B Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock (collectively, the "Preferred Stock") automatically converted on a 1-for-1.1717 reverse stock split basis into shares of Common Stock upon the closing of the Issuer's initial public offering on September 28, 2026, without payment of further consideration. The Preferred Stock has no expiration date.

2. The Reporting Person is the managing member of SR One Capital Management, LLC ("SR One Capital Management"), which is the sole general partner of SR One Capital Partners I, LP ("SR One Partners I"). SR One Partners I is the sole general partner of SR One Capital Fund I Aggregator, LP ("SR One Fund I Aggregator"), the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"), or otherwise of such portion of the securities held by SR One Fund I Aggregator in which the Reporting Person has no pecuniary interest.

3. The Reporting Person is the managing member of SR One Capital Management, which is the sole general partner of SR One Capital Opportunities Partners I, LP ("SR One Opportunities Partners I"). SR One Opportunities Partners I is the sole general partner of SR One Capital Opportunities Fund I, LP ("SR One Opportunities Fund I"), which is the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 or otherwise of such portion of the securities held by SR One Opportunities Fund I in which the Reporting Person has no pecuniary interest.

4. The Reporting Person is the managing member of SR One Capital Management, which is the managing member of SR One Co-Invest III Manager LLC ("SR One Co-Invest Manager"). SR One Co-Invest Manager is the managing member of SR One Co-Invest III, LLC ("SR One Co-Invest"), which is the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 or otherwise of such portion of the securities held by SR One Co-Invest in which the Reporting Person has no pecuniary interest.

5. The Reporting Person is the managing member of SR One Capital Management, which is the sole general partner of SR One Capital SMA Partners, LP ("SMA Partners"). SMA Partners is the sole general partner of AMZL, LP ("AMZL"), which is the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 or otherwise of such portion of the securities held by AMZL in which the Reporting Person has no pecuniary interest.

	/s/ Sasha Keough, attorney-in-fact for Simeon George	09/29/2026
	** 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)