STOCK TITAN

Arteris director exercises options, gifts shares

Wayne C. Cantwell’s August option exercise and September gift moved 5,000 shares to The Cantwell Living Trust, which holds 194,698.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Arteris, Inc. (AIP) director Wayne C. Cantwell reported several transactions. On August 28, 2026, he exercised 5,000 non-qualified stock options at $0.60 per share to acquire 5,000 shares of common stock, leaving 70,000 options outstanding. On September 1, 2026, he made a bona fide gift of 5,000 directly held shares to The Cantwell Living Trust, for which he serves as trustee; the trust then held 194,698 shares. An additional 38,761 shares are held indirectly through a Decathlon Capital Management 401(k) plan for his benefit.

Positive

  • None.

Negative

  • None.
Insider Cantwell Wayne C
Role Director
Type Security Shares Price Value
Gift Common Stock F1 5,000 $0.00 $0.00
Gift Common Stock F2 5,000 $0.00 $0.00
Exercise Non-Qualified Stock Option (right to buy) F3 5,000 $0.00 $0.00
Exercise Common Stock 5,000 $0.60 $3K
holding Common Stock -- -- --
Holdings After Transaction: Non-Qualified Stock Option (right to buy) — 70,000 contracts (Direct); Common Stock — 42,571 shares (Direct); Common Stock — 194,698 shares (Indirect, The Cantwell Living Trust); Common Stock — 38,761 shares (Indirect, By: Decathlon Capital Management 401K Plan FBO Wayne Cantwell)
Footnotes (3)
  1. F1. The reporting person transferred shares of the Issuer's common stock to The Cantwell Living Trust, for which the reporting person serves as trustee, for no consideration.
  2. F2. The shares are held by The Cantwell Living Trust, for which the Reporting Person serves as trustee.
  3. F3. Non-qualified stock options, vesting in 36 equal monthly installments of 1/36th each, beginning on May 23, 2020.
Options exercised 5,000 shares Non-Qualified Stock Option exercise on August 28, 2026
Option exercise price $0.60 per share Exercise price for 5,000 Non-Qualified Stock Options
Options remaining after exercise 70,000 options Total Non-Qualified Stock Options following August 28, 2026 transaction
Shares gifted to trust 5,000 shares Bona fide gift of common stock on September 1, 2026
Shares held by The Cantwell Living Trust 194,698 shares Indirect holdings after September 1, 2026 gift
Indirect 401(k) holdings 38,761 shares Shares held by Decathlon Capital Management 401K Plan FBO Wayne Cantwell as of August 28, 2026
Total shares gifted in Form 4 period 10,000 shares Sum of two 5,000-share bona fide gift transactions reported
Bona fide gift financial
"transaction_code_description": "Bona fide gift""
A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.
Non-Qualified Stock Option financial
"security_title": "Non-Qualified Stock Option (right to buy)""
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.
indirect ownership financial
"ownership_type": "indirect""
trustee financial
"for which the reporting person serves as trustee"
A trustee is a person or institution legally appointed to hold and manage assets or enforce an agreement on behalf of other people (beneficiaries). Think of a trustee as a neutral referee or custodian who must act in the beneficiaries’ best interests, follow the trust or contract rules, and handle distributions, recordkeeping and enforcement. Investors care because a trustworthy trustee protects their rights, ensures promised payments or remedies are delivered, and can influence recoveries if things go wrong.

FAQ

What stock option exercise did AIP director Wayne Cantwell report in this Form 4?

Wayne C. Cantwell exercised 5,000 non-qualified stock options on August 28, 2026 at an exercise price of $0.60 per share, receiving 5,000 shares of Arteris, Inc. common stock and leaving 70,000 options of this grant outstanding, as reported.

What gifts of Arteris (AIP) stock did Wayne Cantwell report?

On September 1, 2026, Wayne C. Cantwell reported a bona fide gift transfer of 5,000 directly held Arteris common shares to The Cantwell Living Trust for no consideration. After this transfer, the trust held 194,698 shares, with Mr. Cantwell serving as trustee.

How many Arteris (AIP) shares does The Cantwell Living Trust hold after these transactions?

Following the September 1, 2026 gift transaction, The Cantwell Living Trust held 194,698 shares of Arteris common stock. The Form 4 states that Wayne C. Cantwell serves as trustee of this trust and that the shares are held by the trust.

Were Wayne Cantwell’s reported Arteris (AIP) transactions made under a Rule 10b5-1 plan?

The filing’s Rule 10b5-1 checkbox is marked false, indicating the transactions reported for Wayne C. Cantwell were not affirmed as being made pursuant to a Rule 10b5-1 trading plan in this Form 4.

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
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*
Cantwell Wayne C

(Last)(First)(Middle)
C/O ARTERIS, INC.
900 E. HAMILTON AVE., SUITE 300

(Street)
CAMPBELL CALIFORNIA 95008

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Arteris, Inc. [ AIP ]
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)
08/28/2026
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 Stock08/28/2026M5,000A$0.647,571D
Common Stock09/01/2026G(1)5,000D$0.0042,571D
Common Stock09/01/2026G5,000A$0.00194,698IThe Cantwell Living Trust(2)
Common Stock38,761IBy: Decathlon Capital Management 401K Plan FBO Wayne Cantwell
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)$0.608/28/2026M5,000 (3)04/22/2030Common Stock5,000$0.0070,000D
Explanation of Responses:
1. The reporting person transferred shares of the Issuer's common stock to The Cantwell Living Trust, for which the reporting person serves as trustee, for no consideration.
2. The shares are held by The Cantwell Living Trust, for which the Reporting Person serves as trustee.
3. Non-qualified stock options, vesting in 36 equal monthly installments of 1/36th each, beginning on May 23, 2020.
Remarks:
/s/ Paul Alpern, as Attorney-in-Fact for Cantwell Wayne C09/01/2026
** 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)