STOCK TITAN

Cloudastructure (CSAI) lowers CTO option exercise price to $5.38

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

CLOUDASTRUCTURE, INC. (CSAI) reported that Chief Technology Officer Gregory Rayzman adjusted several stock option awards on August 27, 2026. Existing options with higher exercise prices were cancelled and returned to the issuer and new options for the same share amounts were granted at an exercise price of $5.38, matching the August 26, 2026 closing stock price. The repriced options retain the same vesting schedules and expiration dates as the cancelled options.

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 shares (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 $5.38 on August 26, 2026.
  3. F3. The repriced options retain the same vesting and expiration dates as the cancelled options.
Options disposed (exercise price $55.80) 23,056 options Stock options on Class B common stock disposed to issuer on August 27, 2026 with a $55.80 exercise price and January 26, 2032 expiration
Options granted (exercise price $5.38, expiring 2032-01-26) 23,056 options New stock options on Class B common stock granted on August 27, 2026 at a $5.38 exercise price, expiring January 26, 2032
Options disposed (exercise price $81.00, expiring 2034-06-05) 13,612 options Stock options on Class B common stock disposed to issuer on August 27, 2026 at an $81.00 exercise price, expiring June 5, 2034
Options granted (exercise price $5.38, expiring 2034-06-05) 13,612 options New stock options on Class B common stock granted on August 27, 2026 at a $5.38 exercise price, expiring June 5, 2034
Additional options disposed (exercise price $81.00, expiring 2034-06-05) 1,945 options Additional stock options on Class B common stock disposed to issuer at an $81.00 exercise price, expiring June 5, 2034
Additional options granted (exercise price $5.38, expiring 2034-06-05) 1,945 options Additional stock options on Class B common stock granted at a $5.38 exercise price, expiring June 5, 2034
Options repriced on Class A common stock 84 options 84 stock options on Class A common stock cancelled at an $81.00 exercise price and regranted at $5.38, expiring January 2, 2035
Closing stock price used for repricing $5.38 per share Described as the closing stock price on August 26, 2026, used as the new exercise price for the repriced options
Disposition to issuer financial
"transaction_code_description":"Disposition to issuer"
repricing financial
"filed to report a repricing of the cancelled options"
vesting financial
"These options all vested as follows: 25% on the first anniversary"
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.
Stock Options (Right to Buy) financial
"security_title":"Stock Options (Right to Buy)"
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.
conversion or exercise price financial
"conversion_or_exercise_price":"55.8000"

FAQ

What insider transaction did CSAI report for Gregory Rayzman on August 27, 2026?

CLOUDASTRUCTURE, INC. reported that CTO Gregory Rayzman cancelled several existing stock options and received new options for the same share amounts on August 27, 2026, as part of an option repricing tied to the company’s $5.38 closing stock price on August 26, 2026.

Were Gregory Rayzman’s CSAI options bought or sold in the market?

No market purchases or sales were reported. The Form 4 shows dispositions to the issuer of existing options and grants of new options with revised exercise prices, all recorded as issuer-related cancellations and awards rather than open-market trades.

What exercise prices were changed in the CSAI option repricing for Gregory Rayzman?

Options with exercise prices of $55.80 and $81.00 were cancelled and corresponding new options were granted at an exercise price of $5.38 per share, which the company states was the closing stock price on August 26, 2026.

How many CSAI options were affected in the largest single repricing block for Gregory Rayzman?

In the largest single block, 23,056 stock options were reported as disposed to the issuer at a $55.80 exercise price and a new grant of 23,056 options was issued at a $5.38 exercise price, with the same expiration date of January 26, 2032.

Did the vesting and expiration terms change in the CSAI option repricing?

No. The company states that the repriced options retain the same vesting and expiration dates as the cancelled options. Footnotes describe vesting as 25% on the first anniversary of the grant date and the remainder in 36 substantially equal monthly installments.

Were both Class A and Class B CSAI shares underlying the repriced options for Gregory Rayzman?

Yes. The transactions include options on Class B common stock in several blocks of shares and a smaller block of 84 options on Class A common stock, all cancelled and regranted at the revised exercise price of $5.38 per share.

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

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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)

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)$5.3808/27/2026A23,056 (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)$5.3808/27/2026A13,612 (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)$5.3808/27/2026A1,945 (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)$5.3808/27/2026A84 (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 $5.38 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 Rayzman08/31/2026
** 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)