Ernexa director granted 8,320 and 5,083 options

Director James Arthur Bristol received two ERNA stock-option grants, with vesting tied to continued service and full vesting of the director-compensation options by Dec. 31, 2026.

Rhea-AI Filing Summary

Ernexa Therapeutics Inc. (ERNA) reported that director James Arthur Bristol received two grants of stock options to purchase common stock. On 2026-08-31, he was granted 8,320 options with a $4.57 exercise price, expiring on 2036-08-31, vesting one-third on the first anniversary and the remainder in 24 monthly installments, subject to continued service. He was also granted 5,083 options at a $4.57 exercise price, expiring on 2036-08-31, in lieu of prorated 2026 director cash compensation under the Director's Compensation Plan, with 100% vesting on December 31, 2026, subject to continued service.

Insider Trade Summary

Grant/Award: 13,403 shares

Grant/Award 2 txns

Insider Bristol James Arthur

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Stock Option (Right to buy) F1	8,320	$0.00	$0.00
Grant/Award	Stock Option (Right to buy) F2	5,083	$0.00	$0.00

Holdings After Transaction: Stock Option (Right to buy) — 13,403 contracts (Direct)

Footnotes (2)

1. F1. Subject to continued service, one-third of the shares underlying the stock option will vest on the first anniversary of the grant date, and the remaining shares underlying the stock option will vest in 24 substantially equal monthly installments thereafter.
2. F2. Represents options to purchase shares of the registrant's common stock in lieu of prorated director's cash compensation for 2026 pursuant to the Director's Compensation Plan effective August 15, 2026, granted under the Issuer's 2026 Omnibus Equity Incentive Plan. Subject to continued service, 100% of the stock options will vest on December 31, 2026.

Key Figures

Stock options granted: 8,320 options Stock options granted: 5,083 options Exercise price: $4.57 per share +3 more

6 metrics

Stock options granted 8,320 options Grant to director James Arthur Bristol on 2026-08-31

Stock options granted 5,083 options Grant to director James Arthur Bristol on 2026-08-31 in lieu of prorated 2026 cash compensation

Exercise price $4.57 per share Conversion or exercise price for both option grants

Option expiration date 2036-08-31 Expiration date for both stock option grants

Vesting cliff for 8,320 options 1/3 on first anniversary Initial vesting for 8,320-share grant, then 24 monthly installments

Vesting date for 5,083 options December 31, 2026 100% vesting date for 5,083-share grant, subject to continued service

Key Terms

Stock Option (Right to buy), conversion or exercise price, vesting, Director's Compensation Plan, +1 more

5 terms

Stock Option (Right to buy) financial

"security_title: Stock Option (Right to buy)"

conversion or exercise price financial

"conversion_or_exercise_price: 4.5700"

vesting financial

"shares underlying the stock option will vest on the first anniversary"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

Director's Compensation Plan financial

"pursuant to the Director's Compensation Plan effective August 15, 2026"

2026 Omnibus Equity Incentive Plan financial

"granted under the Issuer's 2026 Omnibus Equity Incentive Plan"

FAQ

What stock option grants did ERNA director James Arthur Bristol receive on August 31, 2026?

On 2026-08-31, James Arthur Bristol received two grants: 8,320 stock options and 5,083 stock options, each to purchase Ernexa Therapeutics Inc. common stock at an exercise price of $4.57 per share, both expiring on 2036-08-31.

What are the vesting terms of the 8,320 ERNA stock options granted to James Arthur Bristol?

For the 8,320 options, one-third of the shares will vest on the first anniversary of the 2026-08-31 grant date, and the remaining shares will vest in 24 substantially equal monthly installments thereafter, subject to continued service.

How do the 5,083 ERNA stock options granted to James Arthur Bristol vest?

The 5,083 options were granted in lieu of prorated 2026 director cash compensation under the Director's Compensation Plan. Subject to continued service, 100% of these options will vest on December 31, 2026.

What is the exercise price and expiration date of James Arthur Bristol’s ERNA stock options?

Both ERNA option grants to James Arthur Bristol have a $4.57 per share exercise price and an expiration date of 2036-08-31, as reported in the Form 4.

Under which plans were James Arthur Bristol’s ERNA options granted?

The options in the 5,083-share grant were issued in lieu of prorated 2026 director cash compensation under the Director's Compensation Plan, and were granted under the issuer's 2026 Omnibus Equity Incentive Plan, subject to continued service.

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Available on EDGAR 09/01/2026 - 09:59 PM Accepted by SEC EDGAR 09/01/2026 - 09:59 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^*

Bristol James Arthur

(Last) (First) (Middle)

C/O ERNEXA THERAPEUTICS INC.

1035 CAMBRIDGE STREET, SUITE 18A

(Street)

CAMBRIDGE MASSACHUSETTS 02141

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Ernexa Therapeutics Inc. [ ERNA ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/31/2026

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

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)	$4.57	08/31/2026		A		8,320		(1)	08/31/2036	Common Stock	8,320	$0	8,320	D
Stock Option (Right to buy)	$4.57	08/31/2026		A		5,083		(2)	08/31/2036	Common Stock	5,083	$0	5,083	D

Explanation of Responses:

1. Subject to continued service, one-third of the shares underlying the stock option will vest on the first anniversary of the grant date, and the remaining shares underlying the stock option will vest in 24 substantially equal monthly installments thereafter.

2. Represents options to purchase shares of the registrant's common stock in lieu of prorated director's cash compensation for 2026 pursuant to the Director's Compensation Plan effective August 15, 2026, granted under the Issuer's 2026 Omnibus Equity Incentive Plan. Subject to continued service, 100% of the stock options will vest on December 31, 2026.

	/s/ James Bristol	09/01/2026
	** 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)