Aprea Therapeutics (APRE) CEO adds common stock and warrants

Rhea-AI Filing Summary

Aprea Therapeutics’ President and CEO Gilad Oren, who is also a director, reported buying 28,100 shares of common stock in a private placement that closed on January 30, 2026 at $0.89 per share. After this purchase, he directly holds 373,720 common shares, with additional indirect holdings of 1,200 shares by his daughter and 600 shares by his son.

Oren also received 28,100 common warrants with an exercise price of $0.765 per share, immediately exercisable but subject to limits so his ownership generally cannot exceed 4.99% of outstanding common stock or 9.99% of combined voting power. These warrants expire on the second anniversary of the earlier of the effectiveness of a registration statement for the underlying shares or the date those shares become eligible for sale under Rule 144 on a cashless basis.

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^*

Gilad Oren

(Last) (First) (Middle)

3805 OLD EASTON ROAD

(Street)

DOYLESTOWN PA 18902

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Aprea Therapeutics, Inc. [ APRE ]

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)
01/30/2026

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
Common Stock	01/30/2026		P		28,100(2)	A	$0.89	373,720	D
Common Stock								1,200	I(1)	By Daughter
Common Stock								600	I(1)	By Son

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
Common Warrant	$0.765	01/30/2026		P		28,100		01/30/2026	(3)(4)	Common Stock	28,100	(3)(4)	28,100	D

Explanation of Responses:

1. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

2. On January 28, 2026, the Issuer entered into a securities purchase agreement with certain accredited investors, including the Reporting Person. Pursuant to the terms of the Purchase Agreement, the Issuer issued and sold to the Reporting Person in a private placement, which closed on January 30, 2026, an aggregate of 28,100 shares of the Issuer's common stock (the "Shares") at a purchase price of $0.89 per Share. The Reporting Person also received accompanying common warrants (the "Common Warrants") to purchase up to an aggregate of 28,100 Shares.

3. The Common Warrants are immediately exercisable, provided, that, the Common Warrants cannot be exercised to the extent that, upon giving effect to or immediately prior to such exercise, would cause either (i) the aggregate number of shares of Common Stock beneficially owned by such holder (together with its affiliates) would exceed 4.99% of the number of shares of Common Stock outstanding immediately after giving effect to such exercise or (ii) the combined voting power of the Issuer's securities beneficially owned by such holder (together with its affiliates) would exceed 9.99% of the combined voting power of all of the Issuer's securities outstanding immediately after giving effect to the exercise.

4. The Common Warrants will expire on or prior to 5:00 p.m. (New York City time) on the second year anniversary of the earlier of: (i) the effective date of the registration statement registering the underlying Shares of the Common Warrants and (ii) the date the Shares underlying the Common Warrants are eligible for sale under Rule 144 (assuming cashless exercise of the Common Warrants) without the requirement for the Issuer to be in compliance with the current public information required under Rule 144.

	/s/ John P. Hamill, as Attorney-in-Fact	02/02/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did Aprea Therapeutics (APRE) report for its CEO?

Aprea Therapeutics’ President and CEO Gilad Oren purchased 28,100 common shares in a private placement at $0.89 per share. He also received 28,100 common warrants, giving him additional potential exposure to the company’s stock subject to specified ownership limits and warrant terms.

At what price did the Aprea Therapeutics CEO buy new APRE shares?

Gilad Oren bought 28,100 Aprea Therapeutics common shares at a purchase price of $0.89 per share. The shares were issued in a private placement that closed on January 30, 2026, under a securities purchase agreement with accredited investors, including Oren.

How many Aprea Therapeutics shares does the CEO own after this Form 4 filing?

Following the reported transaction, Gilad Oren directly owns 373,720 Aprea Therapeutics common shares. The filing also reports indirect holdings of 1,200 shares held by his daughter and 600 shares held by his son, with a general disclaimer of beneficial ownership of those indirect holdings.

What are the key terms of the Aprea Therapeutics CEO’s common warrants?

The CEO received 28,100 common warrants with an exercise price of $0.765 per share, exercisable immediately. Exercise is limited so his ownership generally cannot exceed 4.99% of outstanding common stock or 9.99% of combined voting power after exercise, constraining potential concentration.

When do the Aprea Therapeutics CEO’s common warrants expire?

The common warrants will expire at 5:00 p.m. New York City time on the second anniversary of the earlier of two dates: effectiveness of a registration statement for the underlying shares or the date those shares become eligible for Rule 144 cashless resale without current information requirements.

Was the Aprea Therapeutics CEO’s stock purchase part of a private placement?

Yes. The filing states Aprea Therapeutics entered a securities purchase agreement with accredited investors, including the CEO. Under this agreement, the company issued and sold 28,100 common shares to him in a private placement that closed on January 30, 2026, with accompanying common warrants.