[Form 4] Clene Inc. Insider Trading Activity

Rhea-AI Filing Summary

Clene Inc. (CLNN) reported a Section 16 Form 4 showing that director Jonathon Gay was granted a stock option on 08/14/2025 for 4,790 shares of common stock under the Clene Inc. Amended 2020 Stock Plan at an exercise price of $3.60 per share. The filing states the options vest immediately upon grant.

The derivative instrument lists an expiration (or date referenced) of 08/13/2035. The Form 4 was signed by a power of attorney, Jerome T. Miraglia, on 08/15/2025. The report shows the acquisition was an option grant and indicates the number of underlying shares and exercise price but does not disclose total company holdings or percentage ownership after the grant.

Positive

• Immediate vesting aligns the director's interests with shareholders without future service conditions
• Clear disclosure of grant date, option quantity, and exercise price provides transparency of insider activity

Negative

• Potential dilution from the issuance of 4,790 options, although the filing does not state the percentage impact on outstanding shares

Insights

Securities Analyst

TL;DR: Director received a small, immediately vested option grant—informative for insider alignment but likely not material to valuation.

The Form 4 documents an option award of 4,790 shares at a $3.60 exercise price that vests immediately. From a securities perspective, this is a routine equity compensation event used to align management and directors with shareholder interests. The immediate vesting removes future service conditions, accelerating potential insider exposure to stock price movements. The filing lacks context on total outstanding shares or the grant's percentage dilution, so materiality cannot be determined from the document alone.

Corporate Governance Expert

TL;DR: Immediate-vesting option for a director signals retention/compensation action but raises governance questions about timing and approval.

The disclosure shows an option grant under the 2020 plan with immediate vesting, which can be standard but sometimes invites scrutiny if timing aligns with corporate events. The Form 4 is properly filed and signed by POA. Key governance context—such as board approval details, grant rationale, and impact on dilution—is not included in this filing, so assessment of governance best practices is limited by the document's scope.

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^*

Gay Jonathon

(Last) (First) (Middle)

6550 SOUTH MILLROCK DRIVE

SUITE G50

(Street)

SALT LAKE CITY UT 84121

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Clene Inc. [ CLNN ]

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)
08/14/2025

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	$3.6	08/14/2025		A		4,790		(1)	08/13/2035	common stock	4,790	$0	4,790	D

Explanation of Responses:

1. This option was granted on August 14, 2025 as an option for 4,790 share of Common Stock under the Clene Inc. Amended 2020 Stock Plan at an exercise price of $3.60 per share. The options vest immediately upon grant.

	/s/ Jerome T. Miraglia POA	08/15/2025
	** 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 Jonathon Gay report on the Form 4 for CLNN?

He reported an option grant of 4,790 shares of Clene Inc. common stock on 08/14/2025 with an exercise price of $3.60 per share.

Do the options granted to Jonathon Gay vest immediately?

Yes. The Form 4 states the options vest immediately upon grant.

When does the reported option expire or what date is listed for the option?

The filing references 08/13/2035 in the table related to the date exercisable/expiration.

Who signed the Form 4 for this filing?

The Form 4 was signed by Jerome T. Miraglia as power of attorney on 08/15/2025.

What is the exercise price of the option grant disclosed on the Form 4?

The exercise price is $3.60 per share as disclosed in the filing.