Arcturus Insider Purchase: 1,238 Shares via ESPP at 85% Price

Rhea-AI Filing Summary

Arcturus Therapeutics Holdings Inc. (ARCT) reporting person Andy Sassine, who is both a director and the Chief Financial Officer, acquired 1,238 shares of the issuer's common stock on 08/15/2025 through the company's 2020 Employee Stock Purchase Plan (ESPP). The shares were purchased at a price of $16.558 per share, which the filing states equals 85% of the closing price on the purchase date. Following the transaction, the reporting person beneficially owned 221,764 shares. The Form 4/A is an amendment to an earlier filing and is signed by an attorney-in-fact on 08/20/2025. The document contains an explanation that the purchase was effected under the ESPP and the discounted purchase price formula.

Positive

• Executive participation in ESPP demonstrates management alignment with company equity plan
• Transparent reporting via amended Form 4/A with explanation of pricing methodology

Negative

• None.

Insights

Financial Analyst

Insider bought a modest number of shares under the ESPP; ownership remains largely unchanged.

The reported purchase of 1,238 shares at $16.558 each is a routine ESPP transaction and represents a small incremental stake relative to total beneficial ownership of 221,764 shares. This purchase signals executive participation in a company compensation program but is not large enough, by itself, to materially affect capitalization or signal a major change in insider conviction based solely on size. The amendment and attorney-in-fact signature are procedural details; no additional financial results or new obligations are disclosed in this filing.

Compliance / Corporate Governance Analyst

Form 4/A documents a standard ESPP purchase and includes an explanatory amendment; no regulatory concerns evident.

The filing notes the transaction was effected under the 2020 ESPP with the prescribed 85% pricing formula, and the reporting is presented via an amended Form 4/A with an attorney-in-fact signature. From a governance and disclosure perspective, the form provides required detail about the insider's status as director and officer and the post-transaction beneficial ownership. The filing contains no statements of pledges, derivative transactions, or other arrangements that would raise immediate compliance flags.

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

OMB APPROVAL

OMB Number:			3235-0287
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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^*

SASSINE ANDY

(Last) (First) (Middle)

C/O ARCTURUS THERAPEUTICS HOLDINGS INC.

10628 SCIENCE CENTER DRIVE, SUITE 250

(Street)

SAN DIEGO CA 92121

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Arcturus Therapeutics Holdings Inc. [ ARCT ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/15/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)
08/19/2025

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	08/15/2025		P(1)		1,238	A	$16.558(2)	221,764	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. The purchase reported on this Form 4 was effected by the Reporting Person pursuant to the Arcturus Therapeutics Holdings Inc. 2020 Employee Stock Purchase Plan (the "ESPP").

2. In accordance with the ESPP, these shares were purchased based on 85% of the closing price of the Issuer's common stock on August 15, 2025.

	/s/ Ilan Katz, attorney-in-fact	08/20/2025
	** 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.

FAQ

What shares did Andy Sassine purchase according to the ARCT Form 4/A?

The filing shows 1,238 shares of Arcturus Therapeutics common stock were purchased.

At what price were the ARCT shares purchased under the ESPP?

The shares were purchased at $16.558 per share, stated as 85% of the closing price on 08/15/2025.

What was Andy Sassine's beneficial ownership after the reported transaction?

Following the purchase, the reporting person beneficially owned 221,764 shares.

When was the transaction executed and when was the Form 4/A signed?

The transaction date is 08/15/2025; the amendment is dated 08/19/2025 and signed by an attorney-in-fact on 08/20/2025.

Why were the shares purchased at a discount?

The filing explains the purchase was made under the company’s 2020 ESPP, which provides purchases at 85% of the closing price per the plan formula.