Ensysce Biosciences (ENSC) director buys stock and converts debt
Rhea-AI Filing Summary
Ensysce Biosciences director Bob G. Gower reported net share acquisitions in Ensysce Biosciences, Inc. On 7 August 2026 he purchased 400,000 shares of common stock at $0.495 per share. On 23 April 2026 he purchased 508,614 shares at $0.484 per share and reported a conversion of senior convertible promissory notes into 254,307 common shares and a warrant for 254,307 shares at a conversion price of $0.484 per share. A footnote states the notes had an aggregate principal of $216,000, with outstanding principal plus accrued interest of $246,169 in April 2026, and that reported beneficial ownership reflects two reverse stock splits.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Buyer: 908,614 shares
Net Buy
3 txns
Insider
GOWER BOB G
Role
Director
Bought
908,614 shs ($444K)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Purchase | Common Stock | 400,000 | $0.495 | $198K |
| Conversion | Warrant F2 | 254,307 | -- | -- |
| Purchase | Common Stock F1 | 508,614 | $0.484 | $246K |
Holdings After Transaction:
Warrant — 289,836 shares (Direct);
Common Stock — 916,740 shares (Direct)
Footnotes (2)
- F1. The total of securities reported as beneficially owned reflects two reverse stock splits effected by the Issuer subsequent to the last filing on Form 4 by the Reporting Person.
- F2. Amendment and conversion, without payment of additional consideration, of two senior convertible promissory notes, aggregate principal amount $216,000, issued in 2023 into 254,307 shares of common stock as reported in Table 1 above and a warrant to purchase 254,307 shares of common stock as reported in Table II above. In April 2026, the outstanding principal amount, together with accrued and unpaid interest, was $246,169.
Key Figures
Open-market purchase 1: 400,000 shares at $0.495 per share
Open-market purchase 2: 508,614 shares at $0.484 per share
Derivative conversion shares: 254,307 shares
+4 more
7 metrics
Open-market purchase 1
400,000 shares at $0.495 per share
Common Stock purchase on 2026-08-07
Open-market purchase 2
508,614 shares at $0.484 per share
Common Stock purchase on 2026-04-23
Derivative conversion shares
254,307 shares
Common Stock received on 2026-04-23 from conversion of senior convertible promissory notes
Warrant shares following transaction
289,836 shares
Total warrant position reported after 2026-04-23 transaction
Warrant exercise price
$0.484 per share
Conversion or exercise price for warrant to purchase 254,307 shares
Notes aggregate principal
$216,000
Aggregate principal amount of two senior convertible promissory notes issued in 2023
Principal plus interest at conversion
$246,169
Outstanding principal and accrued, unpaid interest in April 2026 before conversion
Key Terms
reverse stock splits, senior convertible promissory notes, warrant, beneficially owned
4 terms
reverse stock splits financial
"reflects two reverse stock splits effected by the Issuer"
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.
senior convertible promissory notes financial
"Amendment and conversion, without payment of additional consideration, of two senior convertible promissory notes"
A senior convertible promissory note is a formal IOU where a company borrows money and promises to repay it, with this loan getting first priority for repayment if the company runs into trouble. The note also gives the lender the option to swap the debt for company shares, like turning an IOU into ownership, which can dilute existing shareholders. Investors care because it affects a company’s cash needs, its risk profile (higher priority reduces lender risk), and the potential for future share dilution if conversion occurs.
warrant financial
"a warrant to purchase 254,307 shares of common stock as reported"
A warrant is a time-limited financial contract that gives its holder the right to buy a company's shares at a set price before a specified date, like a coupon that lets you purchase stock at a fixed discount for a limited time. It matters to investors because warrants offer leveraged exposure to a stock’s upside and can dilute existing shareholders if exercised, so they affect potential gains and the company’s outstanding share count.
beneficially owned financial
"The total of securities reported as beneficially owned reflects two reverse stock splits"
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 purchases did ENSC director Bob G. Gower report in this Form 4?
Bob G. Gower reported two open-market common stock purchases plus a note conversion. He bought 400,000 shares at $0.495 on 7 August 2026 and 508,614 shares at $0.484 on 23 April 2026, in addition to acquiring shares through a derivative conversion.
What were the terms of the senior convertible promissory notes mentioned for ENSC?
The filing describes two senior convertible promissory notes with aggregate principal of $216,000 issued in 2023. By April 2026, the outstanding principal plus accrued and unpaid interest totaled $246,169, which were amended and converted into common stock and a warrant without additional consideration.
What warrant position did Bob G. Gower report for Ensysce Biosciences (ENSC)?
Gower reported a warrant to purchase 254,307 shares of ENSC common stock, with a conversion or exercise price of $0.484 per share. After the reported conversion transaction, his warrant holdings totaled 289,836 shares as shown in the derivative securities table.
Were Gower’s ENSC transactions reported as made under a Rule 10b5-1 trading plan?
The Form 4 indicates the Rule 10b5-1 checkbox is not marked, so the transactions are not affirmed as being made under a Rule 10b5-1 trading plan. The filing does not provide additional plan-related details beyond that unchecked status.
AI-generated analysis. How Rhea-AI works. Not financial advice.
