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Bambusa Therapeutics CEO Shanshan Xu holds stock options

The reported positions separate Xu's direct option rights from preferred stock held through the Xu Trust and MiNeng.

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Form Type
3

Rhea-AI Filing Summary

Bambusa Therapeutics, Inc. (BBTX) reports ownership positions for co-founder, chief executive officer, president and chairperson Shanshan Xu and 10% owner MiNeng, Inc. Xu holds direct options on 245,181 common shares at $0.3700 and 167,124 at $1.8400, with vesting subject to continued employee status. Preferred stock held through the Xu Trust and MiNeng converts automatically one-for-one to common stock before the IPO. Reported underlying shares by Series Seed Plus, Series Seed and Series A-1 are 4,155, 10,450 and 1,753 for the Trust, and 37,399, 94,050 and 15,789 for MiNeng. Xu may be deemed to share voting and dispositive power over Trust shares.

Insider Xu Shanshan, MiNeng, Inc.
Role See remarks | 10% Owner
Type Security Shares Price Value
Holding Stock Option (right to buy) F3 -- -- --
Holding Stock Option (right to buy) F4 -- -- --
Holding Series Seed Plus Preferred Stock F5, F1 -- -- --
Holding Series Seed Preferred Stock F5, F1 -- -- --
Holding Series A-1 Preferred Stock F5, F1 -- -- --
Holding Series Seed Plus Preferred Stock F5, F2 -- -- --
Holding Series Seed Preferred Stock F5, F2 -- -- --
Holding Series A-1 Preferred Stock F5, F2 -- -- --
Holding Common Stock F1 -- -- --
Holding Common Stock F2 -- -- --
Holdings: Stock Option (right to buy) — 412,305 contracts (Direct); Series Seed Plus Preferred Stock — 41,554 contracts (Indirect, See footnote); Series Seed Preferred Stock — 104,500 contracts (Indirect, See footnote); Series A-1 Preferred Stock — 17,542 contracts (Indirect, See footnote); Common Stock — 8,239,199 shares (Indirect, See footnote)
Footnotes (5)
  1. F1. Shares held by The Shanshan Xu 2025 Irrevocable Family Trust ("Xu Trust"). The Reporting Person may be deemed to share voting and dispositive power with respect to the shares held by the Xu Trust.
  2. F2. Shares held by MiNeng, Inc. ("MiNeng"). The Reporting Person is the President and sole stockholder of MiNeng and therefore has sole voting and dispositive power with regard to the shares held by MiNeng.
  3. F3. Subject to the Reporting Person continuing to be an Employee (as defined in the Issuer's 2024 Stock Plan) through each applicable date, one forty-eighth (1/48th) of the shares subject to the option shall vest each month following the Vesting Commencement Date on the same day of the month as the Vesting Commencement Date (and if there is no corresponding day, on the last day of the month). "Vesting Commencement Date" shall mean May 1, 2024.
  4. F4. Subject to the Reporting Person continuing to be an Employee (as defined in the Issuer's 2024 Stock Plan) through each applicable date, twenty five percent (25%) of the shares subject to the option shall vest on the one (1) year anniversary of the Vesting Commencement Date, and one forty-eighth (1/48th) of the shares subject to the option shall vest each month thereafter on the same day of the month as the Vesting Commencement Date (and if there is no corresponding day, on the last day of the month). "Vesting Commencement Date" shall mean June 19, 2025.
  5. F5. All shares of the preferred stock, par value $0.00001 per share, of the Issuer will automatically be converted on a one-for-one basis to shares of the Issuer's common stock, par value $0.00001 per share ("Common Stock") prior to the closing of the Issuer's initial public offering of its Common Stock.
First direct stock option 245,181 underlying common shares; $0.3700 exercise price Expires December 18, 2029.
Second direct stock option 167,124 underlying common shares; $1.8400 exercise price Expires August 15, 2035.
Xu Trust preferred holdings 4,155 Series Seed Plus; 10,450 Series Seed; 1,753 Series A-1 underlying common shares Preferred stock held by The Shanshan Xu 2025 Irrevocable Family Trust.
MiNeng preferred holdings 37,399 Series Seed Plus; 94,050 Series Seed; 15,789 Series A-1 underlying common shares Preferred stock held by MiNeng, Inc.
Preferred-stock conversion ratio One-for-one Preferred stock converts to common stock before the IPO closes.
Vesting Commencement Date technical
"Vesting Commencement Date shall mean May 1, 2024."
The vesting commencement date is the starting point when an employee begins earning ownership rights to their promised benefits, such as stock options or retirement contributions. Think of it like the day a savings account is opened—only after this date do the benefits start to grow and become fully available over time. It matters to investors because it marks when the clock begins ticking toward full ownership, affecting the timing and value of these benefits.
one forty-eighth (1/48th) technical
"one forty-eighth (1/48th) of the shares subject to the option shall vest each month"
voting and dispositive power regulatory
"share voting and dispositive power with respect to the shares held by the Xu Trust"
automatically converted on a one-for-one basis technical
"will automatically be converted on a one-for-one basis to shares of the Issuer's common stock"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many BBTX shares do Shanshan Xu's options cover?

Shanshan Xu reported direct options covering 245,181 common shares at a $0.3700 exercise price, expiring December 18, 2029, and 167,124 common shares at a $1.8400 exercise price, expiring August 15, 2035. Both vesting schedules are subject to her continuing to be an Employee under Bambusa Therapeutics' 2024 Stock Plan through applicable dates.

What preferred-stock holdings does BBTX report through the Xu Trust and MiNeng?

The Shanshan Xu 2025 Irrevocable Family Trust's preferred-stock holdings correspond to 4,155 Series Seed Plus, 10,450 Series Seed and 1,753 Series A-1 underlying common shares. Xu may be deemed to share voting and dispositive power over the Trust's shares. MiNeng, Inc.'s holdings correspond to 37,399, 94,050 and 15,789 underlying common shares in those classes, respectively; Xu is MiNeng's president and sole stockholder and has sole voting and dispositive power over its shares.

What are the vesting conditions for Shanshan Xu's BBTX options?

Both option schedules are conditioned on Xu continuing to be an Employee under Bambusa Therapeutics' 2024 Stock Plan through each applicable date. For the option with a May 1, 2024 vesting commencement date, one forty-eighth of the shares vests monthly. For the option with a June 19, 2025 commencement date, 25% vests on the one-year anniversary, followed by one forty-eighth monthly thereafter.

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

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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*
Xu Shanshan

(Last)(First)(Middle)
C/O BAMBUSA THERAPEUTICS, INC.
22 BOSTON WHARF ROAD, FLOOR 7

(Street)
BOSTON MASSACHUSETTS 02210

(City)(State)(Zip)

UNITED STATES

(Country)
2. Date of Event Requiring Statement (Month/Day/Year)
10/29/2026
3. Issuer Name and Ticker or Trading Symbol
Bambusa Therapeutics, Inc. [ BBTX ]
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)
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
See remarks
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm 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)
Common Stock823,919ISee footnote(1)
Common Stock7,415,280ISee footnote(2)
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
Stock Option (right to buy) (3)12/18/2029Common Stock245,181$0.37D
Stock Option (right to buy) (4)08/15/2035Common Stock167,124$1.84D
Series Seed Plus Preferred Stock (5) (5)Common Stock4,155(5)ISee footnote(1)
Series Seed Preferred Stock (5) (5)Common Stock10,450(5)ISee footnote(1)
Series A-1 Preferred Stock (5) (5)Common Stock1,753(5)ISee footnote(1)
Series Seed Plus Preferred Stock (5) (5)Common Stock37,399(5)ISee footnote(2)
Series Seed Preferred Stock (5) (5)Common Stock94,050(5)ISee footnote(2)
Series A-1 Preferred Stock (5) (5)Common Stock15,789(5)ISee footnote(2)
1. Name and Address of Reporting Person*
Xu Shanshan

(Last)(First)(Middle)
C/O BAMBUSA THERAPEUTICS, INC.
22 BOSTON WHARF ROAD, FLOOR 7

(Street)
BOSTON MASSACHUSETTS 02210

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
See remarks
1. Name and Address of Reporting Person*
MiNeng, Inc.

(Last)(First)(Middle)
C/O BAMBUSA THERAPEUTICS, INC.
22 BOSTON WHARF ROAD, FLOOR 7

(Street)
BOSTON MAINE 02210

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
Explanation of Responses:
1. Shares held by The Shanshan Xu 2025 Irrevocable Family Trust ("Xu Trust"). The Reporting Person may be deemed to share voting and dispositive power with respect to the shares held by the Xu Trust.
2. Shares held by MiNeng, Inc. ("MiNeng"). The Reporting Person is the President and sole stockholder of MiNeng and therefore has sole voting and dispositive power with regard to the shares held by MiNeng.
3. Subject to the Reporting Person continuing to be an Employee (as defined in the Issuer's 2024 Stock Plan) through each applicable date, one forty-eighth (1/48th) of the shares subject to the option shall vest each month following the Vesting Commencement Date on the same day of the month as the Vesting Commencement Date (and if there is no corresponding day, on the last day of the month). "Vesting Commencement Date" shall mean May 1, 2024.
4. Subject to the Reporting Person continuing to be an Employee (as defined in the Issuer's 2024 Stock Plan) through each applicable date, twenty five percent (25%) of the shares subject to the option shall vest on the one (1) year anniversary of the Vesting Commencement Date, and one forty-eighth (1/48th) of the shares subject to the option shall vest each month thereafter on the same day of the month as the Vesting Commencement Date (and if there is no corresponding day, on the last day of the month). "Vesting Commencement Date" shall mean June 19, 2025.
5. All shares of the preferred stock, par value $0.00001 per share, of the Issuer will automatically be converted on a one-for-one basis to shares of the Issuer's common stock, par value $0.00001 per share ("Common Stock") prior to the closing of the Issuer's initial public offering of its Common Stock.
Remarks:
Co-Founder, Chief Executive Officer, President, and Chairperson; Exhibit 24 - Power of Attorney
/s/ Jonathan I. Lieber, as attorney-in-fact10/29/2026
** 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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