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Entera Bio director awarded 25,014 shares, options

Entera Bio Ltd. director Germano Geno J reported equity compensation.

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Form Type
4

Rhea-AI Filing Summary

Entera Bio Ltd. director Germano Geno J reported equity compensation. He received 25,014 ordinary shares on August 7, 2026 in lieu of cash director fees for the first two quarters of 2026, raising his direct holdings to 65,014 shares. He was also granted stock options for 50,000 and 43,014 ordinary shares at an exercise price of 1.3700 per share, expiring May 7, 2036 and vesting over one- and three-year schedules starting February 4, 2026, with full acceleration upon a Change in Control under the company’s 2018 Equity Incentive Plan.

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Insider Germano Geno J
Role Director
Type Security Shares Price Value
Grant/Award Stock Option (right to buy) F2 50,000 $0.00 $0.00
Grant/Award Stock Option (right to buy) F3 43,014 $0.00 $0.00
Grant/Award Ordinary Shares, par value NIS 0.0000769 per share F1 25,014 $0.00 $0.00
Holdings After Transaction: Stock Option (right to buy) — 93,014 contracts (Direct); Ordinary Shares, par value NIS 0.0000769 per share — 65,014 shares (Direct)
Footnotes (3)
  1. F1. The Board of Directors (the "Board") of Entera Bio Ltd. (the "Company") awarded these shares to the Reporting Person in lieu of the cash fees the Reporting Person was entitled to for services rendered as a director of the Company for the first quarter and second quarter of 2026. This grant of shares was approved by the Board on August 5, 2026, subject to the filing by the Company of a Registration Statement on Form S-8 registering the shares, which occurred on August 7, 2026.
  2. F2. Represents a grant of options to purchase ordinary shares. This grant of options was approved by the Board on May 7, 2026, subject to (i) approval by the Company's shareholders, which was obtained on July 14, 2026 and (ii) the filing by the Company of a Registration Statement on Form S-8 registering the ordinary shares underlying the option grant, which occurred on August 7, 2026. The options vest over a three year period which began on February 4, 2026, with one-third of the options vesting on February 4, 2027 and the remaining two-thirds vesting ratably on a quarterly basis over the remaining two-year period, subject to full acceleration upon a Change in Control (as defined in the Company's 2018 Equity Incentive Plan (the "Plan")).
  3. F3. Represents a grant of options to purchase ordinary shares. This grant of options was approved by the Board on May 7, 2026, subject to (i) approval by the Company's shareholders, which was obtained on July 14, 2026 and (ii) the filing by the Company of a Registration Statement on Form S-8 registering the ordinary shares underlying the option grant, which occurred on August 7, 2026. The options vest on a quarterly basis over a one-year period that began on February 4, 2026, subject to full acceleration upon a Change in Control (as defined in the Plan).
Ordinary share grant 25,014 shares Awarded to the director in lieu of cash fees for first and second quarter 2026 Board service.
Shares owned after grant 65,014 shares Director’s direct ordinary share holdings following the August 7, 2026 equity award.
Option grant 1 size 50,000 options Stock options to purchase ordinary shares approved May 7, 2026, subject to shareholder approval and Form S-8 filing.
Option grant 1 exercise price 1.3700 per share Conversion or exercise price for the 50,000-share stock option grant.
Option grant 2 size 43,014 options Additional stock options to purchase ordinary shares approved May 7, 2026.
Option grants expiration May 7, 2036 Expiration date applicable to both option grants reported for the director.
Vesting start date February 4, 2026 Both option grants begin vesting from this date under their respective schedules.
Shareholder approval date July 14, 2026 Date on which shareholder approval for the option grants was obtained.
Registration Statement on Form S-8 regulatory
"subject to the filing by the Company of a Registration Statement on Form S-8 registering"
A registration statement on Form S-8 is the U.S. Securities and Exchange Commission filing companies use to register shares they intend to grant to employees, directors, consultants or benefit plans under stock compensation programs. It matters to investors because it signals potential issuance of new shares tied to pay and incentives, which can increase the total shares outstanding — like adding more slices to a pie — reducing each existing share’s ownership and potentially affecting earnings per share and stock value.
Change in Control financial
"subject to full acceleration upon a Change in Control as defined in the Plan"
A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.
2018 Equity Incentive Plan financial
"as defined in the Company's 2018 Equity Incentive Plan"
par value NIS 0.0000769 financial
"Ordinary Shares, par value NIS 0.0000769 per share"

FAQ

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

What equity awards did Entera Bio (ENTX) director Germano Geno J receive?

He received 25,014 ordinary shares as a non-cash fee for first- and second-quarter 2026 director services, increasing his direct holdings to 65,014 shares. He also obtained stock options for 50,000 and 43,014 ordinary shares at an exercise price of 1.3700 per share.

How were the 25,014 Entera Bio (ENTX) shares used to compensate the director?

The Board awarded 25,014 ordinary shares to the director in lieu of the cash fees he was entitled to for serving on the Board during the first and second quarters of 2026. The award was approved on August 5, 2026, contingent on Form S-8 registration.

What are the vesting terms for Germano Geno J’s Entera Bio (ENTX) stock options?

The 50,000-share option grant vests over a three year period beginning February 4, 2026, with one-third vesting on February 4, 2027 and the rest vesting quarterly thereafter. The 43,014-share grant vests quarterly over one year from February 4, 2026, both accelerating upon a Change in Control.

When were the Entera Bio (ENTX) option grants approved and what conditions applied?

Both option grants were approved by the Board on May 7, 2026, subject to shareholder approval and Form S-8 registration. Shareholders approved them on July 14, 2026, and the Registration Statement on Form S-8 for the underlying shares was filed on August 7, 2026.

What is the expiration date of the Entera Bio (ENTX) stock options reported?

Both stock option grants reported for director Germano Geno J expire on May 7, 2036. They cover 50,000 and 43,014 ordinary shares at an exercise price of 1.3700 per share and are subject to accelerated vesting upon a Change in Control under the company’s equity plan.

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

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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*
Germano Geno J

(Last)(First)(Middle)
KIRYAT HADASSAH, MINRAV BUILDING
5TH FLOOR

(Street)
JERUSALEM9112002

(City)(State)(Zip)

ISRAEL

(Country)
2. Issuer Name and Ticker or Trading Symbol
Entera Bio Ltd. [ ENTX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/07/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Ordinary Shares, par value NIS 0.0000769 per share08/07/2026A(1)25,014A$065,014D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (right to buy)$1.3708/07/2026A50,000 (2)05/07/2036Ordinary Shares, par value NIS 0.0000769 per share50,000$050,000D
Stock Option (right to buy)$1.3708/07/2026A43,014 (3)05/07/2036Ordinary Shares, par value NIS 0.0000769 per share43,014$043,014D
Explanation of Responses:
1. The Board of Directors (the "Board") of Entera Bio Ltd. (the "Company") awarded these shares to the Reporting Person in lieu of the cash fees the Reporting Person was entitled to for services rendered as a director of the Company for the first quarter and second quarter of 2026. This grant of shares was approved by the Board on August 5, 2026, subject to the filing by the Company of a Registration Statement on Form S-8 registering the shares, which occurred on August 7, 2026.
2. Represents a grant of options to purchase ordinary shares. This grant of options was approved by the Board on May 7, 2026, subject to (i) approval by the Company's shareholders, which was obtained on July 14, 2026 and (ii) the filing by the Company of a Registration Statement on Form S-8 registering the ordinary shares underlying the option grant, which occurred on August 7, 2026. The options vest over a three year period which began on February 4, 2026, with one-third of the options vesting on February 4, 2027 and the remaining two-thirds vesting ratably on a quarterly basis over the remaining two-year period, subject to full acceleration upon a Change in Control (as defined in the Company's 2018 Equity Incentive Plan (the "Plan")).
3. Represents a grant of options to purchase ordinary shares. This grant of options was approved by the Board on May 7, 2026, subject to (i) approval by the Company's shareholders, which was obtained on July 14, 2026 and (ii) the filing by the Company of a Registration Statement on Form S-8 registering the ordinary shares underlying the option grant, which occurred on August 7, 2026. The options vest on a quarterly basis over a one-year period that began on February 4, 2026, subject to full acceleration upon a Change in Control (as defined in the Plan).
/s/ Dana Yaacov-Garbeli, Attorney-in-Fact08/07/2026
** Signature of Reporting PersonDate
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)

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