STOCK TITAN

ADARx Pharmaceuticals: SR One entities buy 1.6M shares

The three common-stock purchases were each priced at $17 per share; the preferred-stock conversions required no further consideration.

(Very High)

Sentiment and the balance of points

Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.

Form Type
4

Rhea-AI Filing Summary

ADARx Pharmaceuticals, Inc. had indirect preferred-stock conversions reported by SR One Capital Management, LLC, a ten percent owner. The preferred securities were directly held by SR One Capital Fund I Aggregator, LP, SR One Capital Opportunities Fund I, LP and SR One Co-Invest III, LLC; upon ADARx’s IPO closing on September 28, 2026, they automatically converted into common stock on a 1-for-1.1717 reverse stock split basis, without further consideration. Separately, 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 per share. AMZL held 592,593 shares after its purchase. No Rule 10b5-1 plan is reported.

Insights

Analyzing...

Insider SR ONE CAPITAL MANAGEMENT, LLC
Role 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 securities are directly held by SR One Capital Fund I Aggregator, LP ("SR One Fund I Aggregator"). SR One Capital Partners I, LP ("SR One Partners I") is the sole general partner of SR One Fund I Aggregator, and SR One Capital Management, LLC ("SR One Capital Management") is the sole general partner of SR One Partners I. Simeon George, M.D. is the managing member of SR One Capital Management. Each of SR One Partners I, SR One Capital Management and Dr. George may be deemed to have shared power to vote or dispose of these shares, and each disclaims beneficial ownership of the shares except to the extent of any pecuniary interest therein.
  3. F3. The securities are directly held by SR One Capital Opportunities Fund I, LP ("SR One Opportunities Fund I"). SR One Capital Opportunities Partners I, LP ("SR One Opportunities Partners I") is the sole general partner of SR One Opportunities Fund I, and SR One Capital Management is the sole general partner of SR One Opportunities Partners I. Simeon George, M.D. is the managing member of SR One Capital Management. Each of SR One Opportunities Partners I, SR One Capital Management and Dr. George may be deemed to have shared power to vote or dispose of these shares, and each disclaims beneficial ownership of the shares except to the extent of any pecuniary interest therein.
  4. F4. The securities are directly held by SR One Co-Invest III, LLC ("SR One Co-Invest"). SR One Co-Invest III Manager LLC ("SR One Co-Invest Manager") is the managing member of SR One-Co-Invest, and SR One Capital Management is the managing member of SR One Co-Invest Manager. Simeon George, M.D. is the managing member of SR One Capital Management. Each of SR One Co-Invest Manager, SR One Capital Management and Dr. George may be deemed to have shared power to vote or dispose of these shares, and each disclaims beneficial ownership of the shares except to the extent of any pecuniary interest therein.
  5. F5. The reported securities are held directly by AMZL, LP ("AMZL"). SR One Capital SMA Partners, LP ("SR One SMA Partners") is the general partner of AMZL, and SR One Capital Management is the general partner of SR One SMA Partners. Simeon George, M.D. is the managing member of SR One Capital Management. Each of SR One SMA Partners, SR One Capital Management and Dr. George may be deemed to have shared power to vote or dispose of these shares, and each disclaims beneficial ownership of the shares except to the extent of any pecuniary interest therein.
Common shares purchased 1,600,000 shares Three indirect purchases on September 28, 2026
Purchase price $17 per share Price for the three common-stock purchases
Common shares received on Series B conversion 3,334,938 shares Held by SR One Capital Fund I Aggregator, LP
Common shares received on Series B-1 conversion 1,113,666 shares Held by SR One Capital Fund I Aggregator, LP
Common shares received on Series C conversion 512,897 shares Held by SR One Capital Fund I Aggregator, LP
Common shares received on Series C conversion 1,538,691 shares Held by SR One Capital Opportunities Fund I, LP
Common shares received on Series B conversion 1,667,468 shares Held by SR One Co-Invest III, LLC
Common shares received on Series B-1 conversion 169,001 shares Held by SR One Co-Invest III, LLC
reverse stock split basis financial
"converted on a 1-for-1.1717 reverse stock split basis"
without payment of further consideration financial
"without payment of further consideration"
beneficial ownership regulatory
"disclaims beneficial ownership of the shares"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"except to the extent of any pecuniary interest therein"

FAQ

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

How many ADRX shares did the SR One entities buy, and at what price?

The three purchases totaled 1,600,000 common shares at $17 per share on September 28, 2026. SR One Capital Fund I Aggregator, LP and AMZL, LP each bought 592,593 shares, while SR One Capital Opportunities Fund I, LP bought 414,814.

How did the ADRX preferred-stock conversion work?

Series B, Series B-1 and Series C preferred shares automatically converted into common stock on a 1-for-1.1717 reverse stock split basis when ADARx’s IPO closed on September 28, 2026, without payment of further consideration.

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

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Learn about SEC filing dates
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
X
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*
SR ONE CAPITAL MANAGEMENT, LLC

(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)
DirectorX10% 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)
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
Common Stock09/28/2026C3,334,938A(1)3,334,938ISee Note 2(2)
Common Stock09/28/2026C1,113,666A(1)4,448,604ISee Note 2(2)
Common Stock09/28/2026C512,897A(1)4,961,501ISee Note 2(2)
Common Stock09/28/2026P592,593A$175,554,094ISee Note 2(2)
Common Stock09/28/2026C1,538,691A(1)1,538,691ISee Note 3(3)
Common Stock09/28/2026P414,814A$171,953,505ISee Note 3(3)
Common Stock09/28/2026C1,667,468A(1)1,667,468ISee Note 4(4)
Common Stock09/28/2026C169,001A(1)1,836,469ISee Note 4(4)
Common Stock09/28/2026P592,593A$17592,593ISee 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Series B Preferred Stock(1)09/28/2026C3,907,547 (1) (1)Common Stock3,334,938$00ISee Note 2(2)
Series B-1 Preferred Stock(1)09/28/2026C1,304,883 (1) (1)Common Stock1,113,666$00ISee Note 2(2)
Series C Preferred Stock(1)09/28/2026C600,962 (1) (1)Common Stock512,897$00ISee Note 2(2)
Series C Preferred Stock(1)09/28/2026C1,802,885 (1) (1)Common Stock1,538,691$00ISee Note 3(3)
Series B Preferred Stock(1)09/28/2026C1,953,773 (1) (1)Common Stock1,667,468$00ISee Note 4(4)
Series B-1 Preferred Stock(1)09/28/2026C198,019 (1) (1)Common Stock169,001$00ISee 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 securities are directly held by SR One Capital Fund I Aggregator, LP ("SR One Fund I Aggregator"). SR One Capital Partners I, LP ("SR One Partners I") is the sole general partner of SR One Fund I Aggregator, and SR One Capital Management, LLC ("SR One Capital Management") is the sole general partner of SR One Partners I. Simeon George, M.D. is the managing member of SR One Capital Management. Each of SR One Partners I, SR One Capital Management and Dr. George may be deemed to have shared power to vote or dispose of these shares, and each disclaims beneficial ownership of the shares except to the extent of any pecuniary interest therein.
3. The securities are directly held by SR One Capital Opportunities Fund I, LP ("SR One Opportunities Fund I"). SR One Capital Opportunities Partners I, LP ("SR One Opportunities Partners I") is the sole general partner of SR One Opportunities Fund I, and SR One Capital Management is the sole general partner of SR One Opportunities Partners I. Simeon George, M.D. is the managing member of SR One Capital Management. Each of SR One Opportunities Partners I, SR One Capital Management and Dr. George may be deemed to have shared power to vote or dispose of these shares, and each disclaims beneficial ownership of the shares except to the extent of any pecuniary interest therein.
4. The securities are directly held by SR One Co-Invest III, LLC ("SR One Co-Invest"). SR One Co-Invest III Manager LLC ("SR One Co-Invest Manager") is the managing member of SR One-Co-Invest, and SR One Capital Management is the managing member of SR One Co-Invest Manager. Simeon George, M.D. is the managing member of SR One Capital Management. Each of SR One Co-Invest Manager, SR One Capital Management and Dr. George may be deemed to have shared power to vote or dispose of these shares, and each disclaims beneficial ownership of the shares except to the extent of any pecuniary interest therein.
5. The reported securities are held directly by AMZL, LP ("AMZL"). SR One Capital SMA Partners, LP ("SR One SMA Partners") is the general partner of AMZL, and SR One Capital Management is the general partner of SR One SMA Partners. Simeon George, M.D. is the managing member of SR One Capital Management. Each of SR One SMA Partners, SR One Capital Management and Dr. George may be deemed to have shared power to vote or dispose of these shares, and each disclaims beneficial ownership of the shares except to the extent of any pecuniary interest therein.
/s/ Sasha Keough, attorney-in-fact for SR One Capital Management, LLC09/29/2026
** 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)

Keep reading