STOCK TITAN

Cloudastructure CTO resets options to $4.97

The CTO’s previously granted options were repriced to a $4.97 exercise price while retaining their original vesting and expiration terms.

(Neutral)
(Neutral)
Form Type
4/A

Rhea-AI Filing Summary

CLOUDASTRUCTURE, INC. (CSAI) reported that Chief Technology Officer Gregory Rayzman cancelled several batches of outstanding stock options with higher exercise prices and received new options for the same number of shares at an exercise price of $4.97 per share on August 27, 2026. The new options keep the original vesting schedules and expiration dates, covering both Class A and Class B common stock.

Positive

  • None.

Negative

  • None.
Insider Rayzman Gregory
Role Chief Technology Officer
Type Security Shares Price Value
Disposition Stock Options (Right to Buy) F2, F1 23,056 -- --
Grant/Award Stock Options (Right to Buy) F2, F3 23,056 -- --
Disposition Stock Options (Right to Buy) F2, F1 13,612 -- --
Grant/Award Stock Options (Right to Buy) F2, F3 13,612 -- --
Disposition Stock Options (Right to Buy) F2, F1 1,945 -- --
Grant/Award Stock Options (Right to Buy) F2, F3 1,945 -- --
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) — 38,697 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.
Options cancelled at $55.80 23,056 options Stock options with a $55.80 exercise price, expiring January 26, 2032, reported as dispositions to the issuer on August 27, 2026
Options granted at $4.97 (2032 expiry) 23,056 options New stock options with a $4.97 exercise price, expiring January 26, 2032, granted on August 27, 2026
Options cancelled at $81.00 (2034 expiry, larger block) 13,612 options Stock options with an $81.00 exercise price, expiring June 5, 2034, reported as dispositions to the issuer on August 27, 2026
Options granted at $4.97 (2034 expiry, larger block) 13,612 options New stock options with a $4.97 exercise price, expiring June 5, 2034, granted on August 27, 2026
Options cancelled at $81.00 (2034 expiry, smaller block) 1,945 options Additional stock options with an $81.00 exercise price, expiring June 5, 2034, reported as dispositions to the issuer
Options granted at $4.97 (2034 expiry, smaller block) 1,945 options New stock options with a $4.97 exercise price, expiring June 5, 2034, granted on August 27, 2026
Class A options repriced 84 options Class A common stock options cancelled at $81.00 and granted at $4.97, expiring January 2, 2035
Derivative transactions reported 8 transactions Four option dispositions to the issuer and four grant/award acquisitions, all on August 27, 2026
repricing financial
"being filed to report a repricing of the cancelled options"
Stock Options (Right to Buy) financial
"security titled Stock Options (Right to Buy) for multiple grants"
Class B common stock financial
"underlying security title listed as 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.
disposition to issuer financial
"transaction code description indicates a disposition to issuer"

FAQ

What did CSAI disclose about Gregory Rayzman’s stock options in this Form 4/A?

CLOUDASTRUCTURE, INC. reported that CTO Gregory Rayzman cancelled several higher-priced stock options and received new options for the same numbers of shares at an exercise price of $4.97 per share on August 27, 2026, with vesting and expiration terms unchanged.

Were any CLOUDASTRUCTURE (CSAI) shares bought or sold in the market in this filing?

No. The Form 4/A reports option cancellations and new option grants (a repricing), all shown as dispositions to the issuer and grant/award acquisitions of stock options. It does not report open-market purchases or sales of CSAI common stock.

What is the new exercise price for Gregory Rayzman’s CSAI options after the repricing?

The repriced options have an exercise price of $4.97 per share. A footnote explains that this reflects a repricing of the cancelled options to the $4.97 closing stock price on August 26, 2026.

How do the vesting terms of Gregory Rayzman’s CSAI options work after the repricing?

The options vest as follows: 25% on the first anniversary of the grant date and the remaining 75% in 36 substantially equal monthly installments thereafter. A footnote states that the repriced options retain the same vesting as the cancelled options.

Did the expiration dates of CSAI options change for Gregory Rayzman in this Form 4/A?

No. A footnote states that the repriced options retain the same expiration dates as the cancelled options. Reported expirations include dates such as January 26, 2032, June 5, 2034, and January 2, 2035 for different grants.

Was the CSAI option repricing for Gregory Rayzman done under a Rule 10b5-1 plan?

The Form 4/A indicates that no Rule 10b5-1 trading plan is affirmed for these transactions; the document-level checkbox is unchecked, and the footnotes do not state that a trading plan governed the repricing.

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

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Learn about SEC filing dates
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*
Rayzman Gregory

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Technology Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/27/2026
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)
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)
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
Stock Options (Right to Buy)$55.808/27/2026D23,056 (1)01/26/2032Class B common stock23,056(2)0D
Stock Options (Right to Buy)$4.9708/27/2026A23,056 (3)01/26/2032Class B common stock23,056(2)23,056D
Stock Options (Right to Buy)$8108/27/2026D13,612 (1)06/05/2034Class B common stock13,612(2)0D
Stock Options (Right to Buy)$4.9708/27/2026A13,612 (3)06/05/2034Class B common stock13,612(2)13,612D
Stock Options (Right to Buy)$8108/27/2026D1,945 (1)06/05/2034Class B common stock1,945(2)0D
Stock Options (Right to Buy)$4.9708/27/2026A1,945 (3)06/05/2034Class B common stock1,945(2)1,945D
Stock Options (Right to Buy)$8108/27/2026D84 (1)01/02/2035Class A common stock84(2)0D
Stock Options (Right to Buy)$4.9708/27/2026A84 (3)01/02/2035Class A common stock84(2)84D
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 Gregory Rayzman09/02/2026
** 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)