[Form 4] Celcuity Inc. Insider Trading Activity

Rhea-AI Filing Summary

Vicky Hahne, Chief Financial Officer of Celcuity Inc. (CELC), was granted a stock option to buy 80,000 shares of Common Stock on 08/18/2025 at an exercise price of $51.57 per share. The option becomes exercisable starting 08/18/2025 and expires on 08/18/2035. Following the grant, Ms. Hahne beneficially owns 80,000 underlying shares through this option. The vesting schedule specifies that 20,000 shares vest on 08/18/2026 and the remaining 60,000 vest monthly at 1/36th increments thereafter. The Form 4 was signed on 08/20/2025 by an attorney-in-fact on behalf of Ms. Hahne.

Positive

• 80,000-option grant disclosed with full details (exercise price, exercisability date, expiration) demonstrating transparent insider reporting
• Vesting schedule specified: 20,000 shares vest on 08/18/2026 and remaining 60,000 vest monthly at 1/36th thereafter

Negative

• None.

Insights

Securities Analyst

TL;DR: A routine executive stock option grant: 80,000 options at $51.57, 10-year term, with staged vesting beginning 08/18/2026.

This Form 4 discloses a standard equity compensation award to the CFO, which increases potential insider alignment with long-term shareholder value if exercised and held. The grant size and 10-year term are typical for incentive awards. The explicit vesting schedule—an initial tranche of 20,000 shares followed by monthly vesting of the remainder—ties compensation to continued service.

Corporate Governance Expert

TL;DR: Compensation committee action documented: option grant with clear vesting milestones and a decade-long expiration.

The filing provides clear, structured disclosure of the derivative award, including exercise price, exercisability date, expiration, and vesting cadence. For governance review, the document shows transparent reporting of insider compensation events required under Section 16.

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
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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^*

Hahne Vicky

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
08/18/2025

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

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
Stock Option (right to buy)	$51.57	08/18/2025		A		80,000		(1)	08/18/2035	Common Stock	80,000	$0	80,000	D

Explanation of Responses:

1. 20,000 shares vest on 8/18/2026; the remaining 60,000 shares vest 1/36th per month thereafter.

	/s/ Griffin D. Foster as Attorney-in-Fact for Vicky Hahne	08/20/2025
	** 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

What transaction did CELC CFO Vicky Hahne report on the Form 4?

The Form 4 reports an option grant to purchase 80,000 shares of Celcuity common stock on 08/18/2025 at an exercise price of $51.57 per share.

When do the options become exercisable and when do they expire?

The options are exercisable beginning 08/18/2025 and expire on 08/18/2035.

What is the vesting schedule for the 80,000 options?

Per the filing, 20,000 shares vest on 08/18/2026 and the remaining 60,000 vest monthly at 1/36th per month thereafter.

How many shares does Ms. Hahne beneficially own following the reported transaction?

Following the grant, Ms. Hahne beneficially owns 80,000 shares underlying the option as reported on the Form 4.

Who signed the Form 4 filing for Vicky Hahne and when?

The Form 4 was signed by Griffin D. Foster as Attorney-in-Fact for Vicky Hahne on 08/20/2025.