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Curis (CRIS) CEO receives Series B preferred stock and large warrant grants

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Curis Inc. President & CEO James E. Dentzer reported awards of preferred stock and warrants linked to Curis common shares. He received 100 shares of Series B Convertible Non-Redeemable Preferred Stock, with each preferred share automatically converting into 1,333.33 common shares for no additional consideration at 5 p.m. Eastern Time on March 20, 2026, subject to Beneficial Ownership Limitations.

He was also granted a Series A Warrant, a Series B Warrant and a Series C Warrant, each covering 133,333 shares of common stock at an exercise price of $0.75 per share and issued at no cost. The Series A and Series C Warrants became immediately exercisable after Requisite Stockholder Approval and a Certificate of Amendment filing on March 17, 2026. The Series B Warrants became immediately exercisable after the same approvals and will terminate 30 days after the company announces dosing of the fifth patient in its Phase 2 emavusertib trial, with a possible reset of the exercise price and a 30-day extension if the stock price is below $0.75 on that Initial Termination Date.

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Insights

CEO receives structured preferred stock and warrant package as equity compensation, with clinical trial-linked warrant terms.

The filing shows James E. Dentzer acquiring equity-linked instruments rather than trading in the open market. Awards include 100 shares of Series B Convertible Preferred and three warrant series, each covering 133,333 common shares at an exercise price of $0.75, all granted for no cash cost.

The preferred stock automatically converts into common shares on March 20, 2026, subject to Beneficial Ownership Limitations. The Series A and C Warrants are immediately exercisable after stockholder approval and a charter amendment, while the Series B Warrant terms tie exercisability and potential exercise price reset to progress in a Phase 2 emavusertib clinical trial. These features align part of the CEO’s upside with regulatory and clinical milestones rather than immediate market moves, and represent compensation rather than a directional buy or sell decision.

SEC Form 4
FORM 4UNITED 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*
Dentzer James E

(Last)(First)(Middle)
128 SPRING STREET
BUILDING C - SUITE 500

(Street)
LEXINGTON MASSACHUSETTS 02421

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
CURIS INC [ CRIS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
President & CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/17/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Series B Convertible Preferred Stock(1)03/17/2026A100 (1) (1)Common Stock100(2)100D
Series A Warrant (right to buy)$0.7503/17/2026A133,333 (3)01/08/2031Common Stock133,333(2)133,333D
Series B Warrant (right to buy)$0.75(4)03/17/2026A133,333 (4) (4)Common Stock133,333(2)133,333D
Series C Warrant (right to buy)$0.7503/17/2026A133,333 (5)07/08/2027Common Stock133,333(2)133,333D
Explanation of Responses:
1. Each share of Series B Convertible Non-Redeemable Preferred Stock ("Series B Preferred Stock") automatically converts into 1,333.33 shares of Common Stock for no additional consideration at 5 p.m. Eastern Time on March 20, 2026, subject to the terms of the Certificate of Designations, Preferences and Rights of Series B Convertible Non-Redeemable Preferred Stock of Curis, Inc. (the "Certificate of Designations") and subject to the applicable Beneficial Ownership Limitations (as defined in the Certificate of Designations).
2. Each share of Series B Preferred Stock was sold together with a Series A Warrant to purchase 1,333.33 shares of Common Stock, a Series B Warrant to purchase 1,333.33 shares of Common Stock and a Series C Warrant to purchase 1,333.33 shares of Common Stock (collectively, a "Security"). The Securities were sold at a purchase price of $1,000.00 per Security to the Reporting Person.
3. Each Series A Warrant became immediately exercisable following the receipt of Requisite Stockholder Approval and the Certificate of Amendment Filing (each as defined in the Series A Warrant) on March 17, 2026.
4. The Series B Warrants became immediately exercisable following the receipt of Requisite Stockholder Approval and the Certificate of Amendment Filing (each as defined in the Series B Warrant) and will terminate upon the 30th calendar day following date on which the Company publicly announces that the fifth patient has been dosed in the Company's Phase 2 clinical trial of emavusertib in combination with an approved Bruton Tyrosine Kinase Inhibitor in chronic lymphocytic leukemia ("Initial Termination Date"). If the closing sale price of the Company's Common Stock at the Initial Termination Date is below $0.75 (the "Exercise Price"), such Exercise Price will be reset to the closing sale price of the Company's Common Stock on the Initial Termination Date (provided that the Exercise Price will not be reduced to less than 50% of the initial Exercise Price) and the Initial Termination Date will be extended an additional 30 days.
5. The Series C Warrants became immediately exercisable following the receipt of Requisite Stockholder Approval and the Certificate of Amendment Filing on March 17, 2026.
Remarks:
/s/ Diantha Duvall, Attorney-in-fact03/18/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What did Curis (CRIS) CEO James Dentzer report on this Form 4?

He reported awards of 100 shares of Series B Convertible Preferred Stock and three warrant series, each covering 133,333 Curis common shares at a $0.75 exercise price, granted for no cash cost as equity compensation.

How does the Curis (CRIS) Series B Convertible Preferred Stock held by the CEO work?

Each Series B Convertible Preferred share automatically converts into 1,333.33 Curis common shares for no extra consideration at 5 p.m. Eastern Time on March 20, 2026, subject to Beneficial Ownership Limitations specified in the Certificate of Designations.

When do the Curis (CRIS) Series A and Series C Warrants awarded to the CEO become exercisable?

The Series A and Series C Warrants became immediately exercisable on March 17, 2026 after Curis received Requisite Stockholder Approval and filed a Certificate of Amendment, allowing the CEO to purchase common shares at $0.75 per share.

What special terms apply to the Curis (CRIS) Series B Warrants reported on this Form 4?

The Series B Warrants became exercisable after stockholder approval and a charter amendment and terminate 30 days after Curis announces dosing of the fifth patient in its Phase 2 emavusertib trial, with potential exercise price reset and term extension based on the stock price then.

Are the Curis (CRIS) CEO’s warrant awards open-market purchases or compensation grants?

They are compensation-related grants. The Form 4 uses transaction code A (grant, award, or other acquisition) and shows a $0.00 transaction price per warrant unit, indicating they were issued as awards rather than bought in the market.

What is the exercise price of the warrants granted to Curis (CRIS) CEO James Dentzer?

Each of the Series A, Series B, and Series C Warrants reported in the Form 4 has a stated exercise price of $0.75 per Curis common share, subject to a possible reset for the Series B Warrants under specified clinical trial-related conditions.
Curis

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CRIS Stock Data

11.20M
12.79M
Biotechnology
Biological Products, (no Diagnostic Substances)
Link
United States
LEXINGTON