Decoy Therapeutics grants CBO 3,900 restricted shares

Chief Business Officer receives a 3,900-share restricted stock award in DCOY with multi‑year vesting.

Rhea-AI Filing Summary

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

Decoy Therapeutics Inc. (DCOY) reported that Chief Business Officer Marschel Peter Klaus received a grant of 3,900 shares of Common Stock on August 31, 2026 as restricted stock under the Decoy Therapeutics Inc. 2026 Equity Incentive Plan. According to the terms, 25 percent of the restricted stock vested immediately, with the remaining shares scheduled to vest in approximately equal monthly installments over the next 36 months. Following this award, he holds 3,900 shares directly. No Rule 10b5-1 trading plan is reported for this grant.

Insider Trade Summary

Grant/Award: 3,900 shares

Grant/Award 1 txn

Insider Marschel Peter Klaus

Role Chief Business Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock F1	3,900	$0.00	$0.00

Holdings After Transaction: Common Stock — 3,900 shares (Direct)

Footnotes (1)

1. F1. Restricted stock granted under the Decoy Therapeutics Inc. 2026 Equity Incentive Plan. 25 percent of the restricted stock vested immediately, and the remainder will vest in approximately equal monthly increments over the next 36 months.

Key Figures

Restricted stock granted: 3,900 shares Immediate vesting portion: 25% Remaining vesting period: 36 months +2 more

5 metrics

Restricted stock granted 3,900 shares Common Stock awarded to Chief Business Officer on August 31, 2026

Immediate vesting portion 25% Portion of restricted stock that vested immediately at grant

Remaining vesting period 36 months Time over which the unvested restricted stock vests in monthly increments

Shares held after transaction 3,900 shares Direct ownership reported for Marschel Peter Klaus following the award

Grant price per share $0.00 per share Reported price for the restricted stock grant on August 31, 2026

Key Terms

Restricted stock, Equity Incentive Plan, vesting

3 terms

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

"Restricted stock 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.

vesting financial

"25 percent of the restricted stock vested immediately, and the remainder will vest"

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.

FAQ

What insider transaction did Decoy Therapeutics (DCOY) report for August 31, 2026?

Decoy Therapeutics reported that Chief Business Officer Marschel Peter Klaus received a grant of 3,900 shares of Common Stock as restricted stock on August 31, 2026 under the company’s 2026 Equity Incentive Plan.

How do the new restricted stock awards for DCOY’s Chief Business Officer vest?

The restricted stock award vests with 25 percent vesting immediately and the remaining shares vesting in approximately equal monthly increments over 36 months, as provided under the Decoy Therapeutics Inc. 2026 Equity Incentive Plan.

How many DCOY shares does Marschel Peter Klaus hold after the reported Form 4 transaction?

After the reported transaction, Marschel Peter Klaus is shown as holding 3,900 shares of Decoy Therapeutics Common Stock directly, reflecting the full amount of the restricted stock award granted on August 31, 2026.

Was the DCOY insider stock grant made under a Rule 10b5-1 trading plan?

No. The filing indicates the Rule 10b5-1 checkbox is not marked, so no Rule 10b5-1 trading plan is reported in connection with this restricted stock grant to the Chief Business Officer.

What compensation plan covers the new restricted stock for DCOY’s Chief Business Officer?

The award is described as restricted stock granted under the Decoy Therapeutics Inc. 2026 Equity Incentive Plan, which is the company’s equity compensation plan used for granting stock-based awards.

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

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Available on EDGAR 09/02/2026 - 05:50 PM Accepted by SEC EDGAR 09/02/2026 - 05:49 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^*

Marschel Peter Klaus

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/31/2026

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)

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
Common Stock	08/31/2026		A(1)		3,900	A	$0	3,900	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Restricted stock granted under the Decoy Therapeutics Inc. 2026 Equity Incentive Plan. 25 percent of the restricted stock vested immediately, and the remainder will vest in approximately equal monthly increments over the next 36 months.

	/s/Mark Rosenblum, as Attorney -in-Fact	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)