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Decoy Therapeutics grants director 2,000 shares

Decoy Therapeutics director Jonathan I. Lieber received a 2,000‑share restricted stock grant vesting in 2027, modestly increasing his adjusted ownership.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Decoy Therapeutics Inc. (symbol: DCOY) is the issuer of record for a Form 4 filing submitted to the SEC. Lieber Jonathan I reported acquisition or exercise transactions in this Form 4 filing.

Decoy Therapeutics Inc. (DCOY) director Jonathan I. Lieber received a grant of 2,000 shares of restricted common stock on August 31, 2026 under the Decoy Therapeutics Inc. 2026 Equity Incentive Plan. The award vests 100 percent on August 30, 2027, and brings his directly held beneficial ownership to 2,002 shares, adjusted for reverse stock splits effective on August 15, 2025 and March 6, 2026. No Rule 10b5-1 plan is reported for this award.

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Insider Lieber Jonathan I
Role Director
Type Security Shares Price Value
Grant/Award Common Stock F1, F2 2,000 $0.00 $0.00
Holdings After Transaction: Common Stock — 2,002 shares (Direct)
Footnotes (2)
  1. F1. Restricted stock granted under the Decoy Therapeutics Inc. 2026 Equity Incentive Plan, 100 percent will vest on August 30, 2027.
  2. F2. Shares beneficially owned following the transaction have been adjusted to reflect the reverse stock splits effective on August 15, 2025 and March 6, 2026.
Restricted stock grant 2,000 shares Grant of restricted common stock on August 31, 2026 under the 2026 Equity Incentive Plan
Post-transaction holdings 2,002 shares Shares beneficially owned directly by Jonathan I. Lieber after the grant, split-adjusted
Vesting date August 30, 2027 Date when 100 percent of the 2,000 restricted shares will vest
Reverse stock split effective date 1 August 15, 2025 First reverse stock split reflected in adjusted beneficial ownership
Reverse stock split effective date 2 March 6, 2026 Second reverse stock split reflected in adjusted beneficial ownership
Grant price per share $0.00 Reported transaction price per share for the restricted stock award
Restricted stock financial
"Restricted stock granted under the Decoy Therapeutics Inc. 2026 Equity Incentive Plan"
Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.
Equity Incentive Plan financial
"granted under the Decoy Therapeutics Inc. 2026 Equity Incentive Plan"
An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.
reverse stock splits financial
"adjusted to reflect the reverse stock splits effective on August 15, 2025"
A reverse stock split is when a company combines multiple existing shares into fewer higher-priced shares—like trading four small slices of a pie for one larger slice. It doesn’t change the overall value of an investor’s holdings immediately, but it raises the per-share price and can matter to investors because it can affect market perception, stock exchange listing eligibility, and trading liquidity, and it changes share counts used in investor metrics.
beneficially owned financial
"Shares beneficially owned following the transaction have been adjusted"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

FAQ

What insider transaction did DCOY director Jonathan I. Lieber report?

He reported an acquisition of 2,000 shares of restricted common stock on August 31, 2026 as a grant or award under Decoy Therapeutics Inc.'s 2026 Equity Incentive Plan, with no cash price per share indicated.

How many DCOY shares does Jonathan I. Lieber beneficially own after this transaction?

Following the grant, Jonathan I. Lieber beneficially owns 2,002 shares of Decoy Therapeutics Inc. common stock directly. The filing notes that this post-transaction amount has been adjusted for reverse stock splits effective on August 15, 2025 and March 6, 2026.

What are the vesting terms of the 2,000 restricted DCOY shares granted to Jonathan I. Lieber?

The 2,000 shares are restricted stock granted under the Decoy Therapeutics Inc. 2026 Equity Incentive Plan. The footnote states that 100 percent will vest on August 30, 2027, meaning the entire award vests on that single date.

Was Jonathan I. Lieber’s DCOY stock grant made under a Rule 10b5-1 trading plan?

No. The filing's Rule 10b5-1 checkbox is not marked as affirmative, and there is no footnote indicating a trading plan. The grant is reported simply as a grant, award, or other acquisition of restricted stock.

How were prior reverse stock splits reflected in Jonathan I. Lieber’s DCOY holdings?

A footnote states that shares beneficially owned following the transaction have been adjusted to reflect reverse stock splits that became effective on August 15, 2025 and March 6, 2026, so the reported 2,002 shares are on a split-adjusted basis.

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*
Lieber Jonathan I

(Last)(First)(Middle)
2450 HOLCOMBE BLVD STE X

(Street)
HOUSTON TEXAS 77021

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Decoy Therapeutics Inc. [ DCOY ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/31/2026
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
Common Stock08/31/2026A(1)2,000A$02,002(2)D
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
Explanation of Responses:
1. Restricted stock granted under the Decoy Therapeutics Inc. 2026 Equity Incentive Plan, 100 percent will vest on August 30, 2027.
2. Shares beneficially owned following the transaction have been adjusted to reflect the reverse stock splits effective on August 15, 2025 and March 6, 2026.
/s/Mark Rosenblum, as Attorney -in-Fact09/02/2026
** 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)