Celcuity (CELC) director reports 19,975-share stock gift, owns 89,035

Rhea-AI Filing Summary

Celcuity Inc. director Richard Nigon reported a transfer of common stock under a Form 4 filing. On 12/15/2025, he reported a transaction coded "G," indicating a gift or similar transfer, involving 19,975 shares of Celcuity common stock at a reported price of $0 per share. After this transaction, he reported beneficial ownership of 89,035 shares of common stock held directly.

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^*

NIGON RICHARD

(Last) (First) (Middle)

16305 36TH AVE N

SUITE 100

(Street)

MINNEAPOLIS MN 55446

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Celcuity Inc. [ CELC ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/15/2025

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	12/15/2025		G		19,975	D	$0	89,035	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:

	/s/ Griffin D. Foster, Attorney-in-Fact for Richard J. Nigon	01/09/2026
	** 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.

FAQ

What insider transaction did Celcuity (CELC) report for Richard Nigon?

Celcuity director Richard Nigon reported a Form 4 transaction coded "G" on 12/15/2025, covering 19,975 shares of common stock at a reported price of $0 per share.

How many Celcuity (CELC) shares did Richard Nigon transfer in this Form 4?

The Form 4 shows that 19,975 shares of Celcuity common stock were transferred in a transaction coded "G," which typically indicates a gift or similar transfer.

How many Celcuity (CELC) shares does Richard Nigon own after the reported transaction?

Following the reported transaction, Richard Nigon reported beneficial ownership of 89,035 shares of Celcuity common stock, held with direct ownership.

What does transaction code "G" mean in this Celcuity (CELC) Form 4?

The transaction is coded "G" in the Form 4, which indicates a gift or similar transfer of Celcuity common stock under SEC reporting rules.

Is Richard Nigon an officer or a director of Celcuity (CELC)?

In this Form 4, Richard Nigon is identified as a director of Celcuity Inc. and is not listed as an officer or 10% owner.

Is the reported Celcuity (CELC) transaction held directly or indirectly by Richard Nigon?

The Form 4 lists the direct or indirect ownership for the reported shares as "D" (direct), indicating direct beneficial ownership by Richard Nigon.