AEON Biopharma (AEON) CEO awarded 3,000,000 restricted stock units

Rhea-AI Filing Summary

Bancroft Robert E. reported acquisition or exercise transactions in this Form 4 filing.

AEON Biopharma, Inc. reported that President and CEO Robert E. Bancroft received a grant of 3,000,000 shares of Class A Common Stock in the form of restricted stock units on February 17, 2026. The award was granted at a price of $0.00 per share.

These restricted stock units vest in substantially equal installments on each of the first, second, third, and fourth anniversaries of the grant date, subject to his continued service. Following this award, his directly held Class A Common Stock stake reported in this filing is 3,177,103 shares.

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

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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^*

Bancroft Robert E.

(Last) (First) (Middle)

C/O AEON BIOPHARMA, INC.

5 PARK PLAZA, SUITE 1750

(Street)

IRVINE CA 92614

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
AEON Biopharma, Inc. [ AEON ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026

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

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

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

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
Class A Common Stock(1)	02/17/2026		A		3,000,000	A	$0(1)	3,177,103	D

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

Explanation of Responses:

1. Represents an award of restricted stock units granted on February 17, 2026 (the "Grant Date"), which vest in substantially equal installments on each of the first, second, third and fourth anniversary of the Grant Date, subject to continued service through the applicable vesting date.

	/s/ Alexander Wilson, as Attorney-in-Fact, for Robert E. Bancroft	02/19/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did AEON Biopharma (AEON) report for Robert E. Bancroft?

AEON Biopharma reported that President and CEO Robert E. Bancroft received a grant of 3,000,000 restricted stock units of Class A Common Stock. The award was made at $0.00 per share as part of his equity compensation.

When do Robert E. Bancroft’s AEON Biopharma RSUs vest?

The 3,000,000 restricted stock units granted to Robert E. Bancroft vest in substantially equal installments on the first, second, third, and fourth anniversaries of the February 17, 2026 grant date, provided he continues his service through each vesting date.

How many AEON Biopharma shares does Robert E. Bancroft hold after this Form 4 filing?

After the reported restricted stock unit grant, Robert E. Bancroft is shown as beneficially owning 3,177,103 shares of AEON Biopharma Class A Common Stock directly. This figure includes the newly awarded 3,000,000-share equity grant disclosed in the filing.

Was Robert E. Bancroft’s AEON Biopharma equity grant a market purchase?

No, the filing describes the transaction as a grant or award acquisition of 3,000,000 restricted stock units at $0.00 per share. It reflects equity compensation, not an open-market stock purchase by the AEON Biopharma CEO.

What type of security was granted to AEON Biopharma CEO Robert E. Bancroft?

The transaction involves Class A Common Stock of AEON Biopharma delivered through an award of restricted stock units. These RSUs convert into shares as they vest over four years, subject to Bancroft’s continued service with the company.