[Form 4] 180 Life Sciences Corp. Warrant Insider Trading Activity

Rhea-AI Filing Summary

180 Life Sciences Corp. (ATNF) – Form 4 filed 06/20/2025

Chief Accounting Officer Eric R. Van Lent reported compensation-related equity awards dated 06/17/2025:

• 8,763 restricted shares of common stock, granted at no cost; vest 50 % on 12/17/2025 and 50 % on 06/17/2026, contingent on continued service.
• 25,000 non-qualified stock options with a $0.929 exercise price, expiring 06/17/2035; vest on the same 50 %/50 % schedule.

The options were issued under the proposed 2025 Option Incentive Plan. Exercise is not permitted until shareholders approve the plan; if approval is refused, the options will be cancelled.

Following the transactions, Van Lent beneficially owns 8,763 shares directly and 25,000 options. No open-market purchases or sales were disclosed; all securities were granted as consideration for his role as CAO under the company’s equity compensation programs.

Insights

Corporate Governance Expert

TL;DR: Routine compensation grant; minimal market impact, but signals new 2025 option plan requiring shareholder approval.

The filing documents normal service-based awards rather than performance-based incentives. While the quantity—25 K options and 8,763 RSAs—is modest for a micro-cap like ATNF, it aligns executive interests with shareholders. The critical caveat is that option exercisability hinges on upcoming shareholder approval of the 2025 Option Incentive Plan, introducing a governance checkpoint. Absence of cash cost to the insider suggests no immediate valuation signal. Overall, the disclosure is administrative and unlikely to move the stock unless the broader plan faces opposition.

Securities Analyst

TL;DR: Neutral insider activity; grants compensate CAO, no buying or selling pressure inferred.

The CAO received equity worth roughly sub-$10K at current prices, reinforcing retention but offering no insight into operational outlook. Because the awards are service-based and issued at par value (RSAs) or near-market strike (options), there is no bullish signal typically associated with open-market insider purchases. Investors may monitor the shareholder vote on the 2025 plan, yet the grant size and conditionality make the filing non-material for valuation models.

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^*

Van Lent Eric R

(Last) (First) (Middle)

3000 EL CAMINO REAL, BLDG. 4,

SUITE 200

(Street)

PALO ALTO CA 94306

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
180 Life Sciences Corp. [ ATNF ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
06/17/2025

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	06/17/2025		A		8,763(1)	A	$0.0(2)	8,763	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
Non-Qualified Stock Option (right to buy)	$0.929	06/17/2025		A		25,000		(3)	06/17/2035	Common Stock	25,000	$0.0(2)	25,000	D

Explanation of Responses:

1. Represents restricted stock shares subject to time-based vesting, which vest at the rate of 1/2 of such shares on each of December 17, 2025 and June 17, 2026, subject to the recipient's continued service to the Issuer. Issued under the Issuer's 2022 Equity Compensation Plan.

2. Issued to the Reporting Person in consideration for services rendered and agreed to be rendered to the Issuer as Chief Accounting Officer of the Issuer.

3. The options vest 1/2 on each of December 17, 2025 and June 17, 2026, subject to the recipient's continued service to the Issuer. Issued under the Issuer's 2025 Option Incentive Plan. The 2025 Option Incentive Plan is subject to stockholder approval and (i) no options can be exercised prior to obtaining stockholder approval for such plan, and (ii) the outstanding options will be cancelled, if stockholder approval is not obtained.

	/s/ Eric Van Lent	06/20/2025
	** 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

How many 180 Life Sciences (ATNF) shares did the CAO acquire in the latest Form 4?

The CAO was granted 8,763 restricted shares of common stock, vesting over two years.

What is the exercise price of the new ATNF stock options granted to the CAO?

The 25,000 non-qualified options carry a $0.929 exercise price and expire on 06/17/2035.

When will the CAO’s restricted ATNF shares fully vest?

The restricted shares vest 50 % on 12/17/2025 and 50 % on 06/17/2026, subject to continued service.

Is shareholder approval required for the newly issued ATNF options?

Yes. The options are under the 2025 Option Incentive Plan and cannot be exercised unless shareholders approve the plan.

Did the insider buy or sell ATNF stock on the open market?

No open-market transactions occurred; all securities were granted as compensation at no cash cost to the insider.