[Form 4] Dianthus Therapeutics, Inc. /DE/ Insider Trading Activity

Rhea-AI Filing Summary

Dianthus Therapeutics insider grant: Simrat Randhawa, Chief Medical Officer of Dianthus Therapeutics (DNTH), was granted a stock option on 09/23/2025 to purchase 60,000 shares of common stock. The option has an exercise/conversion price of $37.87 per share and an exercise/expiration date of 09/23/2035. The award vests in equal monthly installments over four years starting 09/23/2025, subject to continued service. The filing reports the holdings as 60,000 shares held directly following the transaction and is signed on behalf of the reporting person by an attorney-in-fact.

Insights

Financial Analyst

TL;DR: A routine executive equity grant aligns management incentives without immediate cash impact; sized for multi-year retention.

The 60,000-share option at a $37.87 exercise price appears structured for long-term retention via monthly vesting over four years. This is a standard compensation mechanism that ties an executive's potential upside to share-price performance over a multi-year horizon. The ten-year contractual term to 2035 gives flexibility for exercise timing. There is no cash proceeds impact until exercise and no immediate change to reported cash flows. The grant is noteworthy for monitoring potential future dilution if exercised, but the filing itself is a routine disclosure.

Corporate Governance Expert

TL;DR: The option grant follows common governance practice for retention; vesting is time-based and contingent on continued service.

The disclosure identifies the reporting person as Chief Medical Officer and documents a time-based vesting schedule, which is a conventional approach to align executive retention with shareholder interests. The filing is properly executed via attorney-in-fact signature. The document contains clear vesting terms and exercise price; it does not disclose any performance-based conditions or additional beneficial ownership arrangements beyond direct ownership of the granted options.

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
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Randhawa Simrat

(Last) (First) (Middle)

C/O DIANTHUS THERAPEUTICS, INC.

7 TIMES SQUARE, 43RD FLOOR

(Street)

NEW YORK NY 10036

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Dianthus Therapeutics, Inc. /DE/ [ DNTH ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/23/2025

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

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

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

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 Option (Right to Buy)	$37.87	09/23/2025		A		60,000		(1)	09/23/2035	Common Stock	60,000	$0	60,000	D

Explanation of Responses:

1. The shares of common stock underlying this stock option award will vest in equal monthly installments over the four years after September 23, 2025, subject to the Reporting Person's continued service to the Issuer on each such vesting date.

	/s/ Adam Veness, as attorney-in-fact for Simrat Randhawa	09/25/2025
	** 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.

FAQ

What did Simrat Randhawa report on the Form 4 for DNTH?

The Form 4 reports a stock option grant of 60,000 shares dated 09/23/2025 with an exercise price of $37.87 and an expiration of 09/23/2035.

What are the vesting terms of the option reported by DNTH insider?

The option vests in equal monthly installments over four years following 09/23/2025, subject to continued service.

How many shares does the reporting person beneficially own after the reported transaction?

The filing shows 60,000 shares of common stock underlying the option beneficially owned following the reported transaction.

Who signed the Form 4 for Simrat Randhawa?

The Form 4 is signed by Adam Veness as attorney-in-fact for Simrat Randhawa, dated 09/25/2025.

What is the reporting person's role at Dianthus Therapeutics?

The reporting person is identified as the company's Chief Medical Officer.