Aspen Neuroscience director reports IPO stock conversion

Q: How many ASPE common shares did each Axon entity receive?

Axon Holdings, LLC Series XIII - Aspen Seed received 70,194 common shares, and Axon Holdings, LLC Series XXI - Aspen C received 180,221 common shares on November 2, 2026. Andrew Spaventa is a managing partner of both entities.

A director's post-conversion common shares were attributed to two Axon entities; separate common holdings were also reported directly and through a living trust.

Available on EDGAR 11/02/2026 - 09:05 PM EST Accepted by SEC EDGAR 11/02/2026 - 09:05 PM EST

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Rhea-AI Filing Summary

Aspen Neuroscience, Inc. director Andrew Spaventa reported that Series Seed Convertible Preferred Stock held by Axon Holdings, LLC Series XIII - Aspen Seed and Series C Convertible Preferred Stock held by Axon Holdings, LLC Series XXI - Aspen C automatically converted into 70,194 and 180,221 common shares, respectively, on November 2, 2026. The conversions were on a 1-for-9.8821 basis upon closing of the company's initial public offering, without further consideration. The resulting common shares were held indirectly by those entities. Separately, reported holdings included 7,747 shares held directly and 49,914 held by The Andrew K. Spaventa Living Trust Dated April 9, 2014.

Insider Trade Summary

250,415 shares exercised/converted

Exercise 4 txns

Insider Spaventa Andrew

Role Director

Type	Security	Shares	Price	Value
Conversion	Series Seed Convertible Preferred Stock ^{F1, F2}	70,194	--	--
Conversion	Series C Convertible Preferred Stock ^{F1, F3}	180,221	--	--
Conversion	Common Stock ^{F1, F2}	70,194	--	--
Conversion	Common Stock ^{F1, F3}	180,221	--	--
Holding	Common Stock	--	--	--
Holding	Common Stock ^F4	--	--	--

Holdings After Transaction: Series Seed Convertible Preferred Stock — 0 contracts (Indirect, See Footnote 2.); Series C Convertible Preferred Stock — 0 contracts (Indirect, See Footnote 3.); Common Stock — 70,194 shares (Indirect, See Footnote 2.); Common Stock — 180,221 shares (Indirect, See Footnote 3.); Common Stock — 7,747 shares (Direct); Common Stock — 49,914 shares (Indirect, See Footnote 4.)

Holdings Before and After: Series Seed Convertible Preferred Stock, 70,194 to 0 contracts (Indirect, See Footnote 2.); Series C Convertible Preferred Stock, 180,221 to 0 contracts (Indirect, See Footnote 3.); Common Stock, 0 to 70,194 shares (Indirect, See Footnote 2.); Common Stock, 0 to 180,221 shares (Indirect, See Footnote 3.)

Footnotes (4)

F1. Each share of Series Seed Convertible Preferred Stock and Series C Convertible Preferred Stock (collectively, the "Preferred Stock") automatically converted on a 1-for-9.8821 basis into shares of Common Stock upon the closing of the Issuer's initial public offering without payment of further consideration. Share numbers give effect to such conversion. The Preferred Stock had no expiration date.
F2. Securities held by Axon Holdings, LLC Series XIII - Aspen Seed, of which Mr. Spaventa is a managing partner.
F3. Securities held by Axon Holdings, LLC Series XXI - Aspen C, of which Mr. Spaventa is a managing partner.
F4. Shares of Common Stock held by The Andrew K. Spaventa Living Trust Dated April 9, 2014.

Key Figures

Common shares received on conversion: 70,194 shares Common shares received on conversion: 180,221 shares Conversion ratio: 1-for-9.8821 +2 more

5 metrics

Common shares received on conversion 70,194 shares Held by Axon Holdings, LLC Series XIII - Aspen Seed after conversion on November 2, 2026.

Common shares received on conversion 180,221 shares Held by Axon Holdings, LLC Series XXI - Aspen C after conversion on November 2, 2026.

Conversion ratio 1-for-9.8821 Applied to the Series Seed and Series C Convertible Preferred Stock.

Direct common shares held 7,747 shares Andrew Spaventa's reported direct holdings on November 2, 2026.

Common shares held by living trust 49,914 shares Held by The Andrew K. Spaventa Living Trust Dated April 9, 2014, as reported on November 2, 2026.

Key Terms

Preferred Stock, 1-for-9.8821 basis, initial public offering

3 terms

Preferred Stock financial

"collectively, the Preferred Stock"

Preferred stock is a type of ownership in a company that typically offers investors higher and more consistent dividend payments than common stock. Unlike regular shares, preferred stock usually doesn’t come with voting rights but provides a priority claim on the company’s assets and profits, making it a more stable and predictable investment option. This makes preferred stock attractive to those seeking steady income with lower risk.

1-for-9.8821 basis financial

"automatically converted on a 1-for-9.8821 basis"

initial public offering financial

"upon the closing of the Issuer's initial public offering"

An initial public offering (IPO) is when a private company first sells its shares to the public and becomes a stock-listed company. It matters because it allows the company to raise money from a wide range of investors, helping it grow, while giving early shareholders a way to sell some of their ownership.

FAQ

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How many ASPE common shares did each Axon entity receive?

Axon Holdings, LLC Series XIII - Aspen Seed received 70,194 common shares, and Axon Holdings, LLC Series XXI - Aspen C received 180,221 common shares on November 2, 2026. Andrew Spaventa is a managing partner of both entities.

What was the ASPE preferred-stock conversion ratio?

Each share of Series Seed and Series C Convertible Preferred Stock automatically converted into Common Stock on a 1-for-9.8821 basis upon closing of Aspen Neuroscience's initial public offering, without payment of further consideration.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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
Estimated average burden
hours per response:			0.5

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^*

Spaventa Andrew

(Last)

(First)

(Middle)

C/O ASPEN NEUROSCIENCE, INC.

10835 ROAD TO THE CURE, SUITE 100

(Street)

SAN DIEGO

CALIFORNIA

92121

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Aspen Neuroscience, Inc. [ ASPE ]

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)
11/02/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	11/02/2026		C		70,194	A	⁽¹⁾	70,194	I	See Footnote 2.⁽²⁾
Common Stock	11/02/2026		C		180,221	A	⁽¹⁾	180,221	I	See Footnote 3.⁽³⁾
Common Stock								7,747	D
Common Stock								49,914	I	See Footnote 4.⁽⁴⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Series Seed Convertible Preferred Stock	⁽¹⁾	11/02/2026		C			70,194	⁽¹⁾	⁽¹⁾	Common Stock	70,194	⁽¹⁾	0	I	See Footnote 2.⁽²⁾
Series C Convertible Preferred Stock	⁽¹⁾	11/02/2026		C			180,221	⁽¹⁾	⁽¹⁾	Common Stock	180,221	⁽¹⁾	0	I	See Footnote 3.⁽³⁾

Explanation of Responses:

1. Each share of Series Seed Convertible Preferred Stock and Series C Convertible Preferred Stock (collectively, the "Preferred Stock") automatically converted on a 1-for-9.8821 basis into shares of Common Stock upon the closing of the Issuer's initial public offering without payment of further consideration. Share numbers give effect to such conversion. The Preferred Stock had no expiration date.

2. Securities held by Axon Holdings, LLC Series XIII - Aspen Seed, of which Mr. Spaventa is a managing partner.

3. Securities held by Axon Holdings, LLC Series XXI - Aspen C, of which Mr. Spaventa is a managing partner.

4. Shares of Common Stock held by The Andrew K. Spaventa Living Trust Dated April 9, 2014.

	/s/ Jeffrey L. Boerneke, as Attorney-in-Fact	11/02/2026
	** 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)

Source: View Original Filing on SEC EDGAR