Enhanced Group (ENHA) insider buys 1.7M+ shares, holds 5.1M warrants

Rhea-AI Filing Summary

Enhanced Group Inc. (ENHA) reports that entities associated with director and major shareholder Christian Angermayer, through Apeiron Investment Group Ltd. as nominee for Enhanced Holdings LP, acquired additional equity interests. On August 14, 2026, they received 2,120,823 shares of Class A Common Stock and 2,120,823 warrants under a private placement tranche, with a combined purchase price of $3.89 per share plus accompanying warrant. The warrants are currently exercisable at $3.89 per share, have a five-year term, and may be accelerated if the stock trades at or above $20 for at least twenty consecutive trading days. On August 18–19, 2026, they also purchased a total of 1,767,316 Class A shares in open market or private transactions at prices between $1.64 and $1.70 per share, all held indirectly through these entities, with Angermayer disclaiming beneficial ownership beyond his pecuniary interest.

Insider Trade Summary

Net Buyer: 3,888,139 shares

Net Buy 5 txns

Insider Apeiron Investment Group Ltd., Enhanced Holdings LP, Angermayer Christian

Role Director, 10% Owner | Director, 10% Owner | Director, 10% Owner

Bought 1,767,316 shs ($2.94M)

Type	Security	Shares	Price	Value
Purchase	Class A Common Stock F3	1,619,316	$1.66	$2.69M
Purchase	Class A Common Stock F3	55,000	$1.6433	$90K
Purchase	Class A Common Stock F3	93,000	$1.7012	$158K
Grant/Award	Warrants F1, F4, F3	2,120,823	--	--
Grant/Award	Class A Common Stock F1, F2, F3	2,120,823	--	--

Holdings After Transaction: Warrants — 5,141,388 shares (Indirect, See Footnote); Class A Common Stock — 36,950,951 shares (Indirect, See Footnote)

Footnotes (4)

1. F1. Represents securities received pursuant to a securities purchase agreement between the Issuer and Apeiron Investment Group Ltd. ("Apeiron"), pursuant to which the Issuer agreed to issue and sell in tranches to Apeiron in a private placement (the "Private Placement") (A) 5,141,388 shares of Class A Common Stock and (B) warrants to purchase 5,141,388 shares of Class A Common Stock (the "Warrants"). The Class A Common Stock and Warrants will be issued separately. The combined purchase price per share of Class A Common Stock and accompanying Warrant is $3.89. On August 14, 2026, the second tranche of the Private Placement closed.
2. F2. The total in Column 5 of Table I represents the amount of Class A Common Stock held by the Reporting Persons as of the date of this filing.
3. F3. The securities reported herein are held of record by Apeiron, as nominee for Enhanced Holdings LP. Christian Angermayer is the sole voting shareholder of Apeiron, which is the sole shareholder of Enhanced Holdings GP, which is the general partner of Enhanced Holdings LP. As a result, each of the foregoing entities and Mr. Angermayer may be deemed to share beneficial ownership over the securities reported herein. Mr. Angermayer disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
4. F4. The Warrants are currently exercisable and have a five-year term, which may be accelerated if the Class A Common Stock trades at or above $20 for at least twenty consecutive trading days.

Key Figures

Open-market purchase 1: 1,619,316 shares at $1.66 Open-market purchase 2: 55,000 shares at $1.6433 Open-market purchase 3: 93,000 shares at $1.7012 +5 more

8 metrics

Open-market purchase 1 1,619,316 shares at $1.66 Class A Common Stock purchased on 2026-08-19 in indirect ownership

Open-market purchase 2 55,000 shares at $1.6433 Class A Common Stock purchased on 2026-08-19 in indirect ownership

Open-market purchase 3 93,000 shares at $1.7012 Class A Common Stock purchased on 2026-08-18 in indirect ownership

Private placement shares 2,120,823 shares Class A Common Stock received August 14, 2026 under securities purchase agreement tranche

Private placement warrants 2,120,823 warrants Warrants for Class A Common Stock received August 14, 2026 in same tranche

Warrants outstanding after transaction 5,141,388 warrants Total ENHA warrants held by reporting persons following August 14, 2026 acquisition

Warrant exercise price $3.89 per share Exercise price of ENHA warrants received in private placement

Stock price trigger $20 for 20 trading days Acceleration condition for five-year ENHA warrants’ term

Key Terms

Private Placement, warrants, beneficial ownership, pecuniary interest, +1 more

5 terms

Private Placement financial

"agreed to issue and sell in tranches to Apeiron in a private placement"

A private placement is a sale of securities directly to a selected group of investors, typically institutions or accredited investors, instead of through a public offering. It lets a company raise money faster and with fewer regulatory steps; for existing shareholders it matters because the newly issued shares, often sold at a discount, increase the share count and can dilute their ownership.

warrants financial

"warrants to purchase 5,141,388 shares of Class A Common Stock"

Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.

beneficial ownership financial

"may be deemed to share beneficial ownership over the securities reported herein"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

pecuniary interest financial

"disclaims beneficial ownership of such securities except to the extent of his pecuniary interest"

Class A Common Stock financial

"5,141,388 shares of Class A Common Stock and (B) warrants"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

FAQ

What insider transactions were reported for ENHA on August 18–19, 2026?

Entities associated with ENHA director Christian Angermayer bought 1,767,316 Class A shares on August 18–19, 2026, at prices between $1.6433 and $1.7012 per share in open market or private transactions, held indirectly through affiliated entities.

What did the August 14, 2026 private placement involve for ENHA?

On August 14, 2026, Apeiron, as nominee for Enhanced Holdings LP, received 2,120,823 ENHA Class A shares and 2,120,823 warrants under a private placement tranche, with a combined purchase price of $3.89 per share plus accompanying warrant, as part of a larger securities purchase agreement.

What are the key terms of the ENHA warrants acquired on August 14, 2026?

The ENHA warrants acquired on August 14, 2026 are currently exercisable, cover 2,120,823 underlying shares at an exercise price of $3.89 per share, have a five-year term, and their term may be accelerated if the Class A stock trades at or above $20 for twenty consecutive trading days.

How many ENHA warrants does the reporting group hold after the August 14, 2026 transaction?

After the August 14, 2026 transaction, the reporting group holds 5,141,388 ENHA warrants in total, each exercisable for one share of Class A Common Stock at an exercise price of $3.89 per share, according to the Form 4 data.

Who is considered to hold the ENHA securities reported in this Form 4?

The ENHA securities are held of record by Apeiron Investment Group Ltd. as nominee for Enhanced Holdings LP. Christian Angermayer may be deemed to share beneficial ownership but disclaims beneficial ownership except to the extent of his pecuniary interest, as described in the footnotes.

Were the ENHA insider transactions made under a Rule 10b5-1 trading plan?

The filing indicates the Rule 10b5-1 checkbox is not selected, and the footnotes do not reference any trading plan, so the reported ENHA purchases and private placement awards are not described as being executed under a Rule 10b5-1 plan.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/20/2026 - 07:30 AM Accepted by SEC EDGAR 08/20/2026 - 07:30 AM 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^*

Apeiron Investment Group Ltd.

(Last) (First) (Middle)

TRIQ IS-SALIB TAL-IMRIEHEL

ZONE 3, CBD

(Street)

BIRKIRKARA MALTA 3020

(City) (State) (Zip)

MALTA

(Country)

2. Issuer Name and Ticker or Trading Symbol
Enhanced Group Inc. [ ENHA ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/14/2026

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

	Form filed by One Reporting Person
X	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
Class A Common Stock	08/14/2026		A(1)		2,120,823	A	(1)	35,183,635(2)	I	See Footnote(3)
Class A Common Stock	08/18/2026		P		93,000	A	$1.7012	35,276,635	I	See Footnote(3)
Class A Common Stock	08/19/2026		P		1,619,316	A	$1.66	36,895,951	I	See Footnote(3)
Class A Common Stock	08/19/2026		P		55,000	A	$1.6433	36,950,951	I	See Footnote(3)

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
Warrants	$3.89	08/14/2026		A		2,120,823		(4)	(4)	Class A Common Stock	2,120,823	(1)	5,141,388	I	See Footnote(3)

1. Name and Address of Reporting Person^*

Apeiron Investment Group Ltd.

(Last) (First) (Middle)

TRIQ IS-SALIB TAL-IMRIEHEL

ZONE 3, CBD

(Street)

BIRKIRKARA MALTA 3020

(City) (State) (Zip)

MALTA

(Country)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Enhanced Holdings LP

(Last) (First) (Middle)

TRIQ IS-SALIB TAL-IMRIEHEL

ZONE 3, CBD

(Street)

BIRKIRKARA MALTA 3020

(City) (State) (Zip)

MALTA

(Country)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Angermayer Christian

(Last) (First) (Middle)

TRIQ IS-SALIB TAL-IMRIEHEL

ZONE 3, CBD

(Street)

BIRKIRKARA MALTA 3020

(City) (State) (Zip)

MALTA

(Country)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. Represents securities received pursuant to a securities purchase agreement between the Issuer and Apeiron Investment Group Ltd. ("Apeiron"), pursuant to which the Issuer agreed to issue and sell in tranches to Apeiron in a private placement (the "Private Placement") (A) 5,141,388 shares of Class A Common Stock and (B) warrants to purchase 5,141,388 shares of Class A Common Stock (the "Warrants"). The Class A Common Stock and Warrants will be issued separately. The combined purchase price per share of Class A Common Stock and accompanying Warrant is $3.89. On August 14, 2026, the second tranche of the Private Placement closed.

2. The total in Column 5 of Table I represents the amount of Class A Common Stock held by the Reporting Persons as of the date of this filing.

3. The securities reported herein are held of record by Apeiron, as nominee for Enhanced Holdings LP. Christian Angermayer is the sole voting shareholder of Apeiron, which is the sole shareholder of Enhanced Holdings GP, which is the general partner of Enhanced Holdings LP. As a result, each of the foregoing entities and Mr. Angermayer may be deemed to share beneficial ownership over the securities reported herein. Mr. Angermayer disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

4. The Warrants are currently exercisable and have a five-year term, which may be accelerated if the Class A Common Stock trades at or above $20 for at least twenty consecutive trading days.

	Apeiron Investment Group Ltd., By: /s/ Sanad Abushala, Director	08/20/2026
	Enhanced Holdings GP, By: Apeiron Investment Group Ltd., its sole stockholder, By: /s/ Sanad Abushala, Director	08/20/2026
	Enhanced Holdings LP, By: Enhanced Holdings GP, its general partner, By: Apeiron Investment Group Ltd., its sole stockholder, By: /s/ Sanad Abushala, Director	08/20/2026
	/s/ Christian Angermayer	08/20/2026
	** 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)