Cloudastructure holder reprices options to $4.97

A 10% owner of CSAI cancelled higher-priced options and received repriced awards at a $4.97 exercise price, keeping original vesting and expiration terms.

Rhea-AI Filing Summary

CLOUDASTRUCTURE, INC. (CSAI) reports that major shareholder Bentley Sheldon Richard cancelled several existing stock option awards and received new options on August 27, 2026 as part of an option repricing. The cancelled options had exercise prices of $55.80 and $81.00 per share, and were replaced with options exercisable at $4.97, equal to the reported closing stock price on August 26, 2026.

The repriced options cover Class A and Class B common stock and retain the same vesting schedule and expiration dates as the cancelled options, including awards expiring on January 26, 2032, June 5, 2034, and January 2, 2035. No Rule 10b5-1 trading plan is reported for these transactions.

Insider Trade Summary

8 transactions reported

Mixed 8 txns

Insider Bentley Sheldon Richard

Role 10% Owner

Type	Security	Shares	Price	Value
Disposition	Stock Options (Right to Buy) F2, F1	52,778	--	--
Grant/Award	Stock Options (Right to Buy) F2, F3	52,778	--	--
Disposition	Stock Options (Right to Buy) F2, F1	3,612	--	--
Grant/Award	Stock Options (Right to Buy) F2, F3	3,612	--	--
Disposition	Stock Options (Right to Buy) F2, F1	51,945	--	--
Grant/Award	Stock Options (Right to Buy) F2, F3	51,945	--	--
Disposition	Stock Options (Right to Buy) F2, F1	84	--	--
Grant/Award	Stock Options (Right to Buy) F2, F3	84	--	--

Holdings After Transaction: Stock Options (Right to Buy) — 108,419 contracts (Direct)

Footnotes (3)

1. F1. These options all vested as follows: 25% on the first anniversary of the grant date and ratably in 36 substantially equal monthly installments thereafter.
2. F2. This Form 4 is being filed to report a repricing of the cancelled options reported above to the closing stock price of $4.97 on August 26, 2026.
3. F3. The repriced options retain the same vesting and expiration dates as the cancelled options.

Key Figures

Cancelled options (exercise price): 52,778 options at $55.80 per share Repriced options (exercise price): 52,778 options at $4.97 per share Additional cancelled options: 3,612 options at $81.00 per share +3 more

6 metrics

Cancelled options (exercise price) 52,778 options at $55.80 per share Stock options over Class B common stock cancelled on August 27, 2026; expire January 26, 2032

Repriced options (exercise price) 52,778 options at $4.97 per share New stock options over Class B common stock granted on August 27, 2026; expire January 26, 2032

Additional cancelled options 3,612 options at $81.00 per share Stock options over Class B common stock cancelled on August 27, 2026; expire June 5, 2034

Additional repriced options 3,612 options at $4.97 per share New stock options over Class B common stock granted on August 27, 2026; expire June 5, 2034

Small Class A option repricing 84 options repriced from $81.00 to $4.97 Options over Class A common stock cancelled and re-awarded on August 27, 2026; expire January 2, 2035

Closing stock price used for repricing $4.97 per share Described as the closing stock price on August 26, 2026 and used as the new exercise price

Key Terms

repricing, vested, expiration dates, Class B common stock, +1 more

5 terms

repricing financial

"being filed to report a repricing of the cancelled options"

vested financial

"These options all vested as follows: 25% on the first anniversary"

expiration dates financial

"retain the same vesting and expiration dates as the cancelled options"

Class B common stock financial

"underlying security title Class B common stock"

A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.

Class A common stock financial

"underlying security title Class A common stock"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

FAQ

What did CSAI insider Bentley Sheldon Richard report in this Form 4/A?

He reported cancelling several existing stock option awards and receiving new options on August 27, 2026 as part of an option repricing, with the new options exercisable at $4.97 per share and retaining the same vesting and expiration dates as the cancelled awards.

What exercise prices were changed in the CSAI Form 4/A filing?

Existing options with exercise prices of $55.80 and $81.00 per share were cancelled and replaced by options exercisable at $4.97 per share, which the filing states was the closing stock price on August 26, 2026.

Which CSAI share classes are covered by the repriced options?

The transactions involve stock options over both Class B common stock and Class A common stock, including awards for 52,778 and 3,612 Class B shares and 84 Class A shares, with corresponding cancelled and repriced option grants.

Do the repriced CSAI options change vesting or expiration terms?

No. A footnote states that the repriced options retain the same vesting and expiration dates as the cancelled options, including awards expiring on January 26, 2032, June 5, 2034, and January 2, 2035.

Was a Rule 10b5-1 trading plan involved in this CSAI Form 4/A?

No. The filing indicates no Rule 10b5-1 trading plan for these transactions; the document-level box for such a plan is not checked and no footnote describes the trades as pursuant to a pre-arranged trading plan.

Is this CSAI Form 4/A about stock sales on the market?

No. The filing describes cancellations of existing stock options and grants of repriced options, all as dispositions to the issuer and grant-type acquisitions. It does not report any open-market purchases or sales of common stock.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Available on EDGAR 09/02/2026 - 05:07 PM Accepted by SEC EDGAR 09/02/2026 - 05:06 PM Learn about SEC filing dates

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^*

Bentley Sheldon Richard

(Last) (First) (Middle)

3000 EL CAMINO REAL, BLDG 4,

SUITE 200

(Street)

PALO ALTO CALIFORNIA 94306

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
CLOUDASTRUCTURE, INC. [ CSAI ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/27/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)
08/31/2026

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 Options (Right to Buy)	$55.8	08/27/2026		D			52,778	(1)	01/26/2032	Class B common stock	52,778	(2)	0	D
Stock Options (Right to Buy)	$4.97	08/27/2026		A		52,778		(3)	01/26/2032	Class B common stock	52,778	(2)	52,778	D
Stock Options (Right to Buy)	$81	08/27/2026		D			3,612	(1)	06/05/2034	Class B common stock	3,612	(2)	0	D
Stock Options (Right to Buy)	$4.97	08/27/2026		A		3,612		(3)	06/05/2034	Class B common stock	3,612	(2)	3,612	D
Stock Options (Right to Buy)	$81	08/27/2026		D			51,945	(1)	06/05/2034	Class B common stock	51,945	(2)	0	D
Stock Options (Right to Buy)	$4.97	08/27/2026		A		51,945		(3)	06/05/2034	Class B common stock	51,945	(2)	51,945	D
Stock Options (Right to Buy)	$81	08/27/2026		D			84	(1)	01/02/2035	Class A common stock	84	(2)	0	D
Stock Options (Right to Buy)	$4.97	08/27/2026		A		84		(3)	01/02/2035	Class A common stock	84	(2)	84	D

Explanation of Responses:

1. These options all vested as follows: 25% on the first anniversary of the grant date and ratably in 36 substantially equal monthly installments thereafter.

2. This Form 4 is being filed to report a repricing of the cancelled options reported above to the closing stock price of $4.97 on August 26, 2026.

3. The repriced options retain the same vesting and expiration dates as the cancelled options.

	/s/ Greg Smitherman, as Attorney-in-Fact for Sheldon Richard Bentley	09/02/2026
	** 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.
* Form 4: SEC 1474 (03-26)