[8-K] CervoMed Inc. Reports Material Event

Rhea-AI Filing Summary

Airbnb, Inc. (ABNB) Form 4 key points

• CTO Aristotle N. Balogh sold 600 Class A shares on 07/24/2025 at $139.39 per share under a Rule 10b5-1 trading plan adopted 02/27/2025.
• Estimated proceeds: roughly $83.6 k.
• Balogh now directly owns 209,777.141 Class A shares.
• No derivative security transactions were reported.

The disposition represents only ~0.29 % of the executive’s reported holdings and does not alter his role as Chief Technology Officer. Because the trade was pre-scheduled, it is generally considered routine liquidity rather than a directional signal about Airbnb’s fundamentals.

Insights

Securities Analyst

TL;DR: Small, pre-planned sale; neutral signal for investors.

The 600-share sale equates to under 0.3 % of Balogh’s stake, yielding about $84 k and leaving a sizable 210 k-share position. Given the Rule 10b5-1 framework, the transaction appears routine and carries limited informational value regarding near-term performance or insider sentiment. I view the filing as non-impactful to ABNB’s investment thesis.

Corporate Governance Expert

TL;DR: Governance-compliant trade; no red flags detected.

Use of a 10b5-1 plan and prompt Form 4 submission indicate strong compliance with insider-trading rules. The modest size relative to total ownership and absence of derivative activity reduce concerns about potential negative signaling. From a governance standpoint, the event is routine and unlikely to influence shareholder perspectives.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

July 28, 2025

Date of Report (Date of earliest event reported)

CervoMed Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-37942	30-0645032
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)
20 Park Plaza, Suite 424 Boston, Massachusetts		02116
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (617) 744-4400

Not applicable

(Former name or former address, if changed since last report)

___________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.001 par value		CRVO		NASDAQ Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01         Regulation FD Disclosure

Press Release

On July 28, 2025, CervoMed Inc. (the “Company,” “we” or “us”) issued a press release announcing 32-week data from the extension phase (the “Extension Phase”) of the RewinD-LB Phase 2b clinical trial of neflamapimod in patients with dementia with Lewy bodies (“RewinD-LB”). A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.

Presentation

Certain information concerning the business, clinical studies, development plans, financial position and related matters of the Company, including Week 32 results from the Extension Phase of RewinD-LB, has been made available on our website, www.cervomed.com, under the heading, “Investors – Events and Presentations.” Representatives of the Company may use this presentation, in whole or in part, and possibly with non-material modifications, periodically in connection with conferences, meetings, and presentations to investors, analysts and others.

The information contained in the presentation is summary information that is intended to be considered in the context of the Company’s filings with the U.S. Securities and Exchange Commission (“SEC”) and other public announcements that the Company may make, by press release or otherwise, from time to time. The Company undertakes no duty or obligation to publicly update or revise the information contained in the presentation except as required by applicable law, although the Company may do so from time to time as its management believes is warranted. Any such updating may be made through the filing of other reports or documents with the SEC, through press releases, or through other public disclosure. The Company makes no admission or representation as to the materiality of any information in the presentation or otherwise contained in Item 7.01 of this Current Report on Form 8-K.

--

The information in this Item 7.01 is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference into any registration statement or other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 8.01         Other Events

The information set forth in the first paragraph and the information under the headings, “New Data: 32-Week Results from the Extension Phase of the Phase 2b RewinD-LB Trial,” “New Data: Reduction in Plasma Levels of Glial Fibrillary Acidic Protein at Week 32 of Extension Phase,” “Previously Presented 16-Week Extension Phase Data,” and “Old and New Capsules Have Similar Overall Safety and Tolerability Profile During Extension Phase,” of the Company’s press release referred to in Item 7.01 above is incorporated by reference into this Item 8.01 of this Current Report on Form 8-K.

Item 9.01                  Financial Statements and Exhibits

(d)         Exhibits

The following exhibit relating to Item 7.01 is furnished and not filed:

Exhibit No.	Description
99.1	Press Release, issued July 28, 2025.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: July 28, 2025	CervoMed Inc.
	By:	/s/ William Elder
	Name:	William Elder
	Title:	Chief Financial Officer & General Counsel

FAQ

How many Airbnb (ABNB) shares did CTO Aristotle Balogh sell?

He sold 600 Class A shares.

What price did the ABNB insider receive per share?

The reported sale price was $139.39 per share.

What is Balogh’s remaining ABNB share ownership after the sale?

He now directly holds 209,777.141 Class A shares.

Was the transaction part of a pre-planned trading program?

Yes. The sale was conducted under a Rule 10b5-1 plan adopted on 02/27/2025.

Does this Form 4 filing indicate any derivative security activity?

No. No derivative securities were reported in the filing.