Cosmos Health (COSM) CEO converts $120,000 company debt into 291,262 shares

Rhea-AI Filing Summary

Cosmos Health Inc. Chief Executive Officer, director and 10% owner Grigorios Siokas acquired 291,262 shares of common stock on February 11, 2026. The shares were obtained at $0.4120 per share in exchange for $120,000 of debt the company owed to him under a debt exchange agreement.

Following this transaction, Mr. Siokas directly beneficially owns 8,473,382 shares of Cosmos Health common stock.

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).

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^*

Siokas Grigorios

(Last) (First) (Middle)

5 AG. GEORGIOU STR., PILEA

(Street)

THESSALONIKI J3 TK57001

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Cosmos Health Inc. [ COSM ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/11/2026

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, par value $.001	02/11/2026	02/11/2026	P(1)		291,262	A	$0.412	8,473,382	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:

1. Pursuant to a debt exchange agreement by and between Grigorios Siokas, the Company's CEO and the Company (the "Debt Exchange Agreement"), dated as of February 11, 2026, these shares are Exchange Shares (as defined in the Debt Exchange Agreement) being acquired by Mr. Siokas at the Exchange Rate (as defined in the Debt Exchange Agreement) of $0.4120 per share, the fair market value of the Common Stock on February 11, 2026, in exchange for a total amount of $120,000 in debt the Company owed to Mr. Siokas.

Remarks:

	/s/ Grigorios Siokas	02/12/2026
	** 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 COSM CEO Grigorios Siokas report on February 11, 2026?

Grigorios Siokas reported acquiring 291,262 Cosmos Health Inc. shares on February 11, 2026. The shares were received through a debt exchange agreement rather than a cash purchase, increasing his direct beneficial ownership to 8,473,382 common shares after the transaction.

At what price were the new COSM shares issued to CEO Grigorios Siokas?

The new Cosmos Health Inc. shares were issued to Grigorios Siokas at $0.4120 per share. This exchange rate reflected the fair market value of the common stock on February 11, 2026, as defined in the debt exchange agreement between him and the company.

How much company debt was exchanged for COSM stock held by Grigorios Siokas?

Cosmos Health Inc. exchanged $120,000 of debt owed to CEO Grigorios Siokas for common stock. In return, Siokas received 291,262 shares at $0.4120 per share, as specified in the February 11, 2026 debt exchange agreement described in the Form 4 footnote.

How many Cosmos Health (COSM) shares does Grigorios Siokas own after this Form 4 transaction?

After the reported transaction, Grigorios Siokas directly beneficially owns 8,473,382 shares of Cosmos Health Inc. common stock. This reflects the addition of 291,262 shares acquired via the debt exchange agreement executed on February 11, 2026, as disclosed in the Form 4 filing.

Was the COSM CEO’s February 2026 share acquisition a cash purchase or a debt-for-equity exchange?

The Cosmos Health Inc. CEO’s February 2026 share acquisition was a debt-for-equity exchange. Under a debt exchange agreement, $120,000 of company debt owed to Grigorios Siokas was converted into 291,262 common shares at an exchange rate of $0.4120 per share.