[Form 4] Channel Therapeutics Corporation Insider Trading Activity

Rhea-AI Filing Summary

Form 4 overview – Pelthos Therapeutics Inc. (PTHS)

On 7 July 2025, director Ezra M. Friedberg reported multiple transactions involving Series A convertible preferred stock held through his two investment entities, Balmoral Financial Group LLC and Key Recovery Group LLC.

• Preferred stock conversion & purchase: Each entity acquired or converted 40,000 Series A preferred shares at an effective price of $10.00 per share. The preferred is immediately convertible into common stock, subject to a 4.99 % ownership cap and no expiration.
• Resulting common stock position: After the transactions, Balmoral and Key each hold 40,000 common shares, adjusted for the 1-for-10 reverse split carried out on 1 July 2025.
• Disposal: A separate line item shows a disposition of 54,573 common shares (code “D”), reducing a previously held direct position.

The filing reflects Friedberg’s indirect ownership only; he disclaims beneficial ownership beyond his economic interest. All preferred shares held after the transactions can be converted at the holder’s election, but the 4.99 % cap limits any single conversion that would push ownership above that threshold.

Investment takeaway: Net share accumulation of 80 k shares via insider-directed entities generally signals confidence, yet the simultaneous disposal of 54.6 k shares and the low overall ownership cap temper the impact. No cash flow, earnings, or wider strategic context is provided in this Form 4.

Positive

• Director increases indirect exposure by 80,000 common-equivalent shares through preferred conversions/purchases, signalling confidence post-reverse-split.

Negative

• Disposition of 54,573 common shares offsets part of the insider accumulation and could be interpreted as partial profit-taking.

Insights

Equity Analyst

TL;DR – Insider ups indirect stake by 80 k shares; impact modest.

Friedberg’s entities acquired/converted preferred into common at $10, suggesting willingness to hold equity post-split. The 1-for-10 reverse split boosts per-share optics, but absolute ownership remains below 5 %. Disposal of 54.6 k shares offsets some of the bullish signal. With no operational data, the move is informational but not materially transformative. I view overall impact as neutral for valuation.

Corporate Governance Specialist

TL;DR – Director’s trades show compliance, limited control risk.

The filing demonstrates proper Section 16 reporting and clarifies indirect ownership structures. The 4.99 % conversion cap curbs potential control concerns. While insider participation can align interests, the constrained stake and offsetting sale reduce governance significance. I classify the disclosure as routine, with no material governance red flags.

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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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^*

Friedberg Ezra M

(Last) (First) (Middle)

C/O PELTHOS THERAPEUTICS INC.

4020 STIRRUP CREEK DRIVE

(Street)

DURHAM NC 27703

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Pelthos Therapeutics Inc. [ PTHS ]

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)
07/01/2025

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	07/01/2025		C		40,000(1)	A	$10(1)	40,000(1)	I	By Balmoral Financial Group LLC(2)
Common Stock	07/01/2025		C		40,000(1)	A	$10(1)	40,000(1)	I	By Key Recovery Group LLC(2)
Common Stock								54,573	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
Series A Convertible Preferred Stock	$10(1)	07/01/2025		P		40,000		(3)	(3)	Common Stock	92,072(1)	$0	40,000(3)	I	By Balmoral Financial Group LLC(2)
Series A Convertible Preferred Stock	$10(1)	07/01/2025		P		40,000		(3)	(3)	Common Stock	40,000(1)	$0	40,000(3)	I	By Key Recovery Group LLC(2)
Series A Convertible Preferred Stock	$10(1)	07/01/2025		C			40,000	(3)	(3)	Common Stock	40,000(1)	$0	0(3)	I	By Balmoral Financial Group LLC(2)
Series A Convertible Preferred Stock	$10(1)	07/01/2025		C			40,000	(3)	(3)	Common Stock	40,000(1)	$0	0(3)	I	By Key Recovery Group LLC(2)

Explanation of Responses:

1. The numbers reported herein have been adjusted to reflect the 1-for-10 reverse stock split effected by the Issuer on July 1, 2025.

2. Ezra Friedberg is the manager of Balmoral Financial Group LLC ("Balmoral") and the manager of Key Recovery Group LLC ("Key"). By virtue of this relationship, Mr. Friedberg may be deemed to beneficially own the shares of Common Stock held of record by each of Balmoral and Key. Mr. Friedberg disclaims any such beneficial ownership except to the extent of his pecuniary interest therein.

3. The Series A convertible preferred stock is convertible at any time, at the holder's election, and has no expiration date. The Series A convertible preferred stock is subject to a contractual limitation such that the holder may not convert Series A convertible preferred stock to the extent that after giving effect to such conversion, the holder (together with its attribution parties as defined in the certificate of designations) would beneficially own in excess of 4.99% of the shares of common stock outstanding immediately after giving effect to such conversion.

	/s/ Ezra Friedberg	07/03/2025
	** 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.
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FAQ

What did PTHS director Ezra Friedberg buy on 1 July 2025?

Through two LLCs, he acquired or converted a total of 80,000 Series A preferred shares, exchangeable into common stock at $10.

How many PTHS common shares does Friedberg now indirectly own?

Post-transaction, his entities each hold 40,000 common shares, for a combined 80,000.

What price was paid for the Series A preferred stock?

The preferred shares carry a stated conversion price of $10.00 per common-share equivalent.

Why is there a 4.99 % ownership cap in the filing?

The Series A preferred has a contractual limit preventing conversions that would push the holder’s stake above 4.99 % of outstanding common stock.

Did the director sell any PTHS shares?

Yes, a separate line item shows a disposition of 54,573 common shares (transaction code "D").