Artiva Biotherapeutics (ARTV) officer swaps options for RSUs

Rhea-AI Filing Summary

Artiva Biotherapeutics, Inc. reported that a senior officer (COO, CLO, Secretary and Compliance Officer) exchanged stock options for restricted stock units on December 12, 2025.

The officer received 84,877 restricted stock units granted under the company’s 2024 Equity Incentive Plan at a stated price of $0, bringing direct beneficial ownership to 232,925 shares of common stock.

As part of the same option exchange, the company cancelled employee stock options to buy 41,039, 9,119, 14,202 and 20,519 shares of common stock with exercise prices ranging from $5.01 to $13.47, all of which now show zero derivative securities beneficially owned.

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^*

Bush Jennifer

(Last) (First) (Middle)

C/O ARTIVA BIOTHERAPEUTICS, INC.

5505 MOREHOUSE DRIVE, SUITE 100

(Street)

SAN DIEGO CA 92121

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Artiva Biotherapeutics, Inc. [ ARTV ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	COO, CLO, Secy, Compliance Off

3. Date of Earliest Transaction (Month/Day/Year)
12/12/2025

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	12/12/2025		A		84,877(1)	A	$0(2)	232,925	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
Employee Stock Option (Right to Buy)	$5.01	12/12/2025		D			41,039	(3)	04/02/2033	Common Stock	41,039	(2)	0	D
Employee Stock Option (Right to Buy)	$5.01	12/12/2025		D			9,119	(4)	05/23/2033	Common Stock	9,119	(2)	0	D
Employee Stock Option (Right to Buy)	$5.18	12/12/2025		D			14,202	(5)	01/23/2034	Common Stock	14,202	(2)	0	D
Employee Stock Option (Right to Buy)	$13.47	12/12/2025		D			20,519	(6)	05/01/2034	Common Stock	20,519	(2)	0	D

Explanation of Responses:

1. Represents restricted stock units award granted under the Issuer's 2024 Equity Incentive Plan ("RSUs").

2. On December 12, 2025, the Issuer cancelled, pursuant to an option exchange, the options listed in Table II. In exchange for the cancelled options, the Reporting Person received the RSUs reported in Table I.

3. 25% of the shares vested on February 22, 2022, and the remaining shares vest in 36 equal monthly installments thereafter.

4. Vesting is monthly over a 48-month period starting May 24, 2023 in equal monthly amounts.

5. Vesting is monthly over a 48-month period starting January 1, 2024 in equal monthly amounts.

6. 25% of the shares will vest on July 19, 2025, and the remaining shares vest in 36 equal monthly installments thereafter.

	/s/ Andrew Cronauer, Attorney-in-Fact	12/12/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What equity award did an Artiva Biotherapeutics (ARTV) officer receive on December 12, 2025?

A senior officer received 84,877 restricted stock units (RSUs) on December 12, 2025, granted under Artiva Biotherapeutics’ 2024 Equity Incentive Plan.

How many Artiva Biotherapeutics shares does the reporting person own after this transaction?

Following the reported transactions, the officer beneficially owns 232,925 shares of Artiva Biotherapeutics common stock, held in direct ownership.

Which stock options were cancelled in the Artiva Biotherapeutics option exchange?

The company cancelled employee stock options (rights to buy common stock) for 41,039 shares at $5.01, 9,119 shares at $5.01, 14,202 shares at $5.18, and 20,519 shares at $13.47, all effective on December 12, 2025.

What is the relationship of the reporting person to Artiva Biotherapeutics (ARTV)?

The reporting person is an officer of Artiva Biotherapeutics, serving as COO, CLO, Secretary and Compliance Officer.

Under which plan were the RSUs granted at Artiva Biotherapeutics?

The 84,877 RSUs were granted under Artiva Biotherapeutics’ 2024 Equity Incentive Plan, as described in the explanation of responses.

What vesting schedules are disclosed for the cancelled stock options at Artiva Biotherapeutics?

The notes state that one option had 25% of shares vesting on February 22, 2022 with the rest in 36 monthly installments; another vested monthly over 48 months starting May 24, 2023; another vested monthly over 48 months starting January 1, 2024; and another has 25% of shares vesting on July 19, 2025 with the remainder in 36 monthly installments thereafter.

Was the Artiva Biotherapeutics transaction part of an option exchange?

Yes. The explanation states that on December 12, 2025 Artiva Biotherapeutics cancelled the listed stock options pursuant to an option exchange, and in exchange the officer received the RSUs reported in the common stock table.