AN2 Therapeutics (ANTX) reprices stock options for company director

Rhea-AI Filing Summary

AN2 Therapeutics director Patricia A. Martin reported a repricing of several stock options on March 19, 2026. She disposed of three existing options to purchase 24,999, 10,362 and 23,742 shares of common stock at exercise prices of $6.596, $17.28 and $5.91 per share, respectively, and received new, fully vested options for the same share amounts at an exercise price of $3.91 per share.

According to the board-approved terms, the $3.91 exercise price equals the closing stock price on the repricing date and will revert to each option’s original exercise price if the repriced option is exercised or her service ends before the “Premium End Date,” defined as the earliest of September 19, 2027, a change in control, or her death or disability.

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^*

Martin Patricia A.

(Last) (First) (Middle)

C/O AN2 THERAPEUTICS, INC.

1300 EL CAMINO REAL, SUITE 100

(Street)

MENLO PARK CALIFORNIA 94025

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
AN2 Therapeutics, Inc. [ ANTX ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/19/2026

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

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
Stock Option (right to buy)	$3.91(1)	03/19/2026		A		24,999		(2)	04/29/2031	Common Stock	24,999	(3)	24,999	D
Stock Option (right to buy)	$6.596	03/19/2026		D			24,999	(2)	04/29/2031	Common Stock	24,999	(3)	0	D
Stock Option (right to buy)	$3.91(1)	03/19/2026		A		10,362		(2)	05/11/2032	Common Stock	10,362	(3)	10,362	D
Stock Option (right to buy)	$17.28	03/19/2026		D			10,362	(2)	05/11/2032	Common Stock	10,362	(3)	0	D
Stock Option (right to buy)	$3.91(1)	03/19/2026		A		23,742		(2)	06/06/2033	Common Stock	23,742	(3)	23,742	D
Stock Option (right to buy)	$5.91	03/19/2026		D			23,742	(2)	06/06/2033	Common Stock	23,742	(3)	0	D

Explanation of Responses:

1. The exercise price of the option is $3.91 per share, representing the closing price of the Issuer's common stock on the date of the repricing; provided that the exercise price will be increased to the original exercise price before repricing if, prior to the "Premium End Date" (as defined below), the repriced option is exercised or the Reporting Person's services with the Company is terminated. The "Premium End Date" means the earliest of: (i) September 19, 2027, (ii) the date of a change in control or (iii) the Reporting Person's death or disability.

2. The option is fully vested.

3. On March 19, 2026, the board of directors of the Issuer approved the repricing of the option. Except as further described in footnote 1, all other terms of the option remain unchanged.

	/s/ Lucy Day, Attorney-in-Fact for Patricia A. Martin	03/23/2026
	** 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)

FAQ

What insider transactions did AN2 Therapeutics (ANTX) director Patricia A. Martin report?

Director Patricia A. Martin reported cancelling three existing stock options and receiving three new, fully vested options for the same share amounts, all repriced to an exercise price of $3.91 per share, matching AN2 Therapeutics’ common stock closing price on the March 19, 2026 repricing date.

How many AN2 Therapeutics (ANTX) shares are covered by Patricia A. Martin’s repriced options?

The filing shows repriced options covering 24,999, 10,362 and 23,742 shares of AN2 Therapeutics common stock. Each new option replaces a prior option for the same number of underlying shares but with an adjusted exercise price of $3.91 per share.

What exercise prices changed in the AN2 Therapeutics (ANTX) option repricing for Patricia A. Martin?

Previously, Patricia A. Martin held options with exercise prices of $6.596, $17.28 and $5.91 per share. These were cancelled and replaced with new, fully vested options for the same share amounts, each now having an exercise price of $3.91 per share as of the repricing date.

What is the Premium End Date in the AN2 Therapeutics (ANTX) option repricing terms?

The Premium End Date is defined as the earliest of September 19, 2027, the date of a change in control of AN2 Therapeutics, or Patricia A. Martin’s death or disability. Before that date, certain events can cause the repriced options to revert to their original exercise prices.

Are Patricia A. Martin’s repriced AN2 Therapeutics (ANTX) options vested?

Yes. A footnote states that the repriced stock option is fully vested. Other than the revised exercise price terms and the Premium End Date conditions, the filing indicates that all other terms of the option awards remain unchanged from their original grant documentation.

What triggers a reversion to the original option exercise prices for AN2 Therapeutics (ANTX)?

The filing explains that if a repriced option is exercised, or if Patricia A. Martin’s services with AN2 Therapeutics end before the Premium End Date, the option’s exercise price increases back to its original level instead of the repriced $3.91 per share level.