Eledon CEO receives large retention stock award

Eledon Pharmaceuticals, Inc. reports that Chief Executive Officer David-Alexandre C Gros received 354,454 shares of common stock on 2026-07-31 as settlement of a retention bonus award under an agreement entered into on 2023-04-27.

Rhea-AI Filing Summary

Eledon Pharmaceuticals, Inc. reports that Chief Executive Officer David-Alexandre C Gros received 354,454 shares of common stock on 2026-07-31 as settlement of a retention bonus award under an agreement entered into on 2023-04-27. On the same date, 194,791 shares were withheld at $3.38 per share to satisfy tax withholding obligations related to this settlement, resulting in a mix of stock compensation and tax-withholding dispositions.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Gros David-Alexandre C

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock F1	354,454	$0.00	$0.00
Tax Withholding	Common Stock F2	194,791	$3.38	$658K

Holdings After Transaction: Common Stock — 168,663 shares (Direct)

Footnotes (2)

1. F1. Represents shares issuable on settlement of a retention bonus award granted to the Reporting Person. The retention bonus agreement was entered into on April 27, 2023.
2. F2. Represents shares withheld to pay tax withholding obligations due on the date of settlement.

Key Figures

Retention bonus shares granted: 354,454 shares Shares withheld for taxes: 194,791 shares Per-share value for tax withholding: $3.38 per share +1 more

4 metrics

Retention bonus shares granted 354,454 shares Common stock issuable on settlement of retention bonus award to CEO on 2026-07-31

Shares withheld for taxes 194,791 shares Shares withheld to pay tax withholding obligations on settlement date 2026-07-31

Per-share value for tax withholding $3.38 per share Value applied to 194,791 shares withheld for tax obligations

Retention agreement date April 27, 2023 Date the CEO’s retention bonus agreement was entered into

Key Terms

retention bonus award, tax withholding obligations, withheld to pay tax

3 terms

retention bonus award financial

"Represents shares issuable on settlement of a retention bonus award granted"

tax withholding obligations financial

"Represents shares withheld to pay tax withholding obligations due on the date"

withheld to pay tax financial

"Represents shares withheld to pay tax withholding obligations due"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider stock award did ELDN’s CEO receive on 2026-07-31?

Eledon CEO David-Alexandre C Gros received 354,454 shares of common stock on 2026-07-31 as settlement of a retention bonus award tied to an agreement entered into on 2023-04-27.

How many ELDN shares were withheld for taxes from the CEO’s award?

From the retention bonus settlement, 194,791 shares of Eledon common stock were withheld to cover tax withholding obligations on 2026-07-31, at a value of $3.38 per share.

What was the price used for ELDN shares withheld for the CEO’s taxes?

Shares withheld for taxes were valued at $3.38 per share. In total, 194,791 shares of common stock were retained by the company to satisfy the CEO’s tax withholding obligations on the award settlement date.

What is the nature of the ELDN CEO’s 354,454-share stock transaction?

The 354,454-share transaction represents shares issuable upon settlement of a retention bonus award granted to Eledon’s CEO, rather than an open-market purchase or sale, with settlement occurring on 2026-07-31.

When was the retention bonus agreement for ELDN’s CEO originally entered into?

The retention bonus agreement underlying the CEO’s 354,454-share stock settlement was entered into on April 27, 2023, with the resulting shares settling and tax withholding occurring on 2026-07-31.

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

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Available on EDGAR 08/04/2026 - 05:23 PM Accepted by SEC EDGAR 08/04/2026 - 05:22 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^*

Gros David-Alexandre C

(Last) (First) (Middle)

C/O ELEDON PHARMACEUTICALS, INC.

19800 MACARTHUR BLVD STE. 250

(Street)

IRVINE CALIFORNIA 92612

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Eledon Pharmaceuticals, Inc. [ ELDN ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/31/2026

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	07/31/2026		A(1)		354,454	A	$0	363,454	D
Common Stock	07/31/2026		F(2)		194,791	D	$3.38	168,663	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. Represents shares issuable on settlement of a retention bonus award granted to the Reporting Person. The retention bonus agreement was entered into on April 27, 2023.

2. Represents shares withheld to pay tax withholding obligations due on the date of settlement.

	/s/ Paul Little, as attorney-in-fact for David-Alexandre C. Gros, M.D.	08/04/2026
	** 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)