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Apimeds co-CEO holds preferred tied to 485K shares

Conversion is automatic only after both the required stockholder approval and NYSE American listing approval conditions are met.

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Form Type
3

Rhea-AI Filing Summary

Apimeds Pharmaceuticals US, Inc. (APUS) reports that Co-Chief Executive Officer Vin Menon directly holds Series A Convertible Preferred Stock representing 484,775 shares of common stock issuable upon conversion, as adjusted for the 1-for-10 reverse stock split effective July 23, 2026. The preferred stock is not convertible at his option; it automatically converts on the third business day following the later of effectiveness of stockholder approval of the conversion under NYSE American rules and NYSE American’s approval of the company’s new listing application. Each preferred share converts into 20 common shares, subject to adjustment, with no additional consideration payable.

Insider Menon Vin
Role Co-Chief Executive Officer
Type Security Shares Price Value
Holding Series A Convertible Preferred Stock F4, F1, F2, F3 -- -- --
Holdings: Series A Convertible Preferred Stock — 484,775 contracts (Direct)
Footnotes (4)
  1. F1. The shares of Series A Convertible Preferred Stock are not convertible at the option of the holder. Each share will automatically convert into shares of Common Stock on the third business day following the later of (i) the effectiveness of stockholder approval of the conversion under NYSE American rules and (ii) NYSE American's approval of the Issuer's new listing application.
  2. F2. The Series A Convertible Preferred Stock has no expiration date.
  3. F3. Represents 484,775 shares of Common Stock issuable upon conversion as of the date of the event requiring this statement. As adjusted for the Issuer's 1-for-10 reverse stock split effective July 23, 2026, the shares are convertible into 484,775 shares of Common Stock.
  4. F4. Each share of Series A Convertible Preferred Stock converts into 20 shares of Common Stock, subject to adjustment under the Certificate of Designation. No additional consideration is payable upon conversion.
Common shares issuable upon conversion 484,775 shares As adjusted for the 1-for-10 reverse stock split effective July 23, 2026
Conversion ratio 20 common shares per preferred share Subject to adjustment under the Certificate of Designation
Reverse stock split 1-for-10 Effective July 23, 2026
automatically convert technical
"Each share will automatically convert into shares of Common Stock"
NYSE American rules regulatory
"effectiveness of stockholder approval of the conversion under NYSE American rules"
new listing application regulatory
"NYSE American's approval of the Issuer's new listing application"
Certificate of Designation technical
"subject to adjustment under the Certificate of Designation"
A certificate of designation is a formal document that spells out the specific rights and rules attached to a particular class or series of stock, usually preferred shares. Think of it as a rulebook or menu that lists dividend terms, liquidation priority, conversion or redemption rights and any special voting protections; investors use it to judge how much income, control or downside protection those shares will provide compared with other securities.

FAQ

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Does APUS Series A Convertible Preferred Stock have an expiration date?

The Series A Convertible Preferred Stock has no expiration date.

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SEC Form 3
FORM 3UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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:3235-0104
Estimated average burden
hours per response:0.5
1. Name and Address of Reporting Person*
Menon Vin

(Last)(First)(Middle)
30 WATERSIDE PLAZA #36

(Street)
NEW YORK NEW YORK 10010

(City)(State)(Zip)

UNITED STATES

(Country)
2. Date of Event Requiring Statement (Month/Day/Year)
12/01/2025
3. Issuer Name and Ticker or Trading Symbol
Apimeds Pharmaceuticals US, Inc. [ APUS ]
3a. Foreign Trading Symbol
5. If Amendment, Date of Original Filed (Month/Day/Year)
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Co-Chief Executive Officer
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year)3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Series A Convertible Preferred Stock (1) (2)Common Stock484,775(3)(4)D
Explanation of Responses:
1. The shares of Series A Convertible Preferred Stock are not convertible at the option of the holder. Each share will automatically convert into shares of Common Stock on the third business day following the later of (i) the effectiveness of stockholder approval of the conversion under NYSE American rules and (ii) NYSE American's approval of the Issuer's new listing application.
2. The Series A Convertible Preferred Stock has no expiration date.
3. Represents 484,775 shares of Common Stock issuable upon conversion as of the date of the event requiring this statement. As adjusted for the Issuer's 1-for-10 reverse stock split effective July 23, 2026, the shares are convertible into 484,775 shares of Common Stock.
4. Each share of Series A Convertible Preferred Stock converts into 20 shares of Common Stock, subject to adjustment under the Certificate of Designation. No additional consideration is payable upon conversion.
/s/ Vin Menon11/02/2026
** 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 5 (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 3: SEC 1473 (03-26)

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