CLNNW Form 4: 10,000-Share Option, Immediate Vesting, $6.32 Exercise

Rhea-AI Filing Summary

Clene Inc. reported an insider grant: Robert Dee Etherington, who is listed as both a director and the President & CEO, received a grant of option rights to purchase 10,000 shares of common stock on 09/18/2025 under the Clene Amended 2020 Stock Plan at an exercise price of $6.32 per share. The options vest immediately, are exercisable as granted, and expire on 09/17/2035. The filing shows direct beneficial ownership of the 10,000 underlying shares following the grant. The Form 4 was signed by a power of attorney on 09/19/2025.

Positive

• Alignment with shareholders: Grant uses equity-based compensation which can align the CEO’s interests with long-term shareholder value.
• Clear terms disclosed: Exercise price, grant date, expiration, and immediate vesting are explicitly provided, enabling transparent investor assessment.

Negative

• Immediate vesting: Options vesting immediately reduce retention incentives and accelerate potential dilution.
• Potential dilution: The 10,000-share option increases outstanding potential shares; aggregate dilution impact is not disclosed in this filing.

Insights

Corporate Governance Expert

TL;DR: Immediate-vesting option grant to CEO/director creates alignment but raises standard governance questions on timing and dilution.

The filing documents a 10,000-share option awarded to the CEO who also serves as a director, with immediate vesting. From a governance perspective, immediate vesting for an officer-director typically prompts review of board approval processes and compensation committee oversight to ensure arm's-length decision-making. The grant is a typical equity compensation tool to align management with shareholders, but immediate vesting reduces retention linkage and accelerates potential dilution to shareholders. The disclosure is factual and routine; no additional related-party approvals or unusual terms are disclosed in this Form 4.

Executive Compensation Analyst

TL;DR: 10,000 options at $6.32 with a 10-year term and immediate vesting is a modest, common-size grant but affects dilution and incentive timing.

Key features: exercise price $6.32, grant date 09/18/2025, expiration 09/17/2035, immediate vesting, 10,000 underlying shares. The grant’s economics depend on future stock performance above $6.32; immediate vesting accelerates potential exercise timing and may be viewed as a retention or performance reward depending on context. The Form 4 does not disclose aggregate outstanding option pool percentages or prior holdings, so full dilution impact cannot be assessed from this filing alone.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Etherington Robert Dee

Role President & CEO

Type	Security	Shares	Price	Value
Grant/Award	stock option	10,000	$0.00	--

Holdings After Transaction: stock option — 10,000 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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
Estimated average burden
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).

1. Name and Address of Reporting Person^*

Etherington Robert Dee

(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
X	Officer (give title below)		Other (specify below)
	President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
09/18/2025

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	$6.32	09/18/2025		A		10,000		(1)	09/17/2035	common stock	10,000	$0	10,000	D

Explanation of Responses:

1. This option was granted on September 18, 2025 as an option for 10,000 share of Common Stock under the Clene Inc. Amended 2020 Stock Plan at an exercise price of $6.32 per share. The options vest immediately upon grant.

	/s/ Jerome T. Miraglia POA	09/19/2025
	** 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 the Clene Inc. (CLNNW) Form 4 report on 09/18/2025?

The Form 4 reports that reporting person Robert Dee Etherington was granted an option to purchase 10,000 shares of common stock on 09/18/2025 at an exercise price of $6.32 per share.

Who received the option grant disclosed in the Form 4?

The option grant was made to Robert Dee Etherington, who is listed as a Director and the President & CEO.

What are the exercise and expiration terms of the option in the filing?

The option has an exercise price of $6.32 per share and expires on 09/17/2035.

Do the options vest over time or immediately according to the Form 4?

The Form 4 states the options vest immediately upon grant.

How many shares does the reporting person beneficially own after the transaction?

Following the reported transaction, the filing shows beneficial ownership of 10,000 shares underlying the option on a direct basis.