Estrella Immunopharma (ESLA) CFO boosts stake with small share buys

Rhea-AI Filing Summary

Estrella Immunopharma’s Chief Financial Officer, Jiandong Xu, reported a series of open-market purchases of the company’s common stock. On October 7, 2025, he bought 1,000 shares at $1.33 per share, bringing his direct holdings to 265,488 shares.

Earlier, on September 11, 2025, Xu purchased 100 shares at $1.04 per share. On September 22, 2025, 1,000 shares were purchased at $1.16 per share and are held by his spouse, totaling 16,700 shares in that account. The filing states Xu disclaims beneficial ownership of the spouse-held shares for Section 16 and other purposes.

Insights

Equity compensation and insider-trading analyst

CFO’s open-market buys are modest and largely routine.

The Form 4 shows three open-market purchases of Estrella Immunopharma common stock totaling 2,100 shares. Two trades increased Xu’s direct holdings to 265,488 shares, while a separate 1,000-share purchase is held by his spouse.

All transactions use code P, meaning standard open-market purchases, with prices between $1.04 and $1.33 per share. The filing’s footnote clarifies that Xu disclaims beneficial ownership of shares held by his spouse, which limits how those indirect holdings should be viewed as his economic exposure.

Given the relatively small size of the purchases compared with Xu’s reported direct position, these trades look like incremental increases rather than a transformational move. There are no derivative exercises or sales, and no Rule 10b5‑1 trading plan is referenced in the excerpt.

Insider Trade Summary

Net Buyer: 2,100 shares ($2,594)

Net Buy 3 txns

Insider Xu Jiandong

Role Chief Financial Officer

Bought 2,100 shs ($3K)

Type	Security	Shares	Price	Value
Purchase	Common Stock, par value $0.0001 per share	1,000	$1.33	$1K
Purchase	Common Stock, par value $0.0001 per share	1,000	$1.16	$1K
Purchase	Common Stock, par value $0.0001 per share	100	$1.04	$104.00

Holdings After Transaction: Common Stock, par value $0.0001 per share — 265,488 shares (Direct, null); Common Stock, par value $0.0001 per share — 16,700 shares (Indirect, By Spouse)

Footnotes (1)

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Key Figures

Shares bought Oct 7, 2025: 1,000 shares at $1.33 Direct shares after Oct 7 trade: 265,488 shares Spouse purchase Sep 22, 2025: 1,000 shares at $1.16 +3 more

6 metrics

Shares bought Oct 7, 2025 1,000 shares at $1.33 Open-market purchase, direct holding

Direct shares after Oct 7 trade 265,488 shares Total direct holdings following transaction

Spouse purchase Sep 22, 2025 1,000 shares at $1.16 Open-market purchase, spouse account

Spouse account holdings 16,700 shares Total following Sep 22 transaction, disclaimed by Xu

Purchase Sep 11, 2025 100 shares at $1.04 Open-market purchase, direct holding

Net shares bought 2,100 shares Three open-market purchases, no sales

Key Terms

open-market purchase, indirect ownership, Section 16, beneficial ownership

4 terms

open-market purchase financial

"transaction_action: "open-market purchase" for each common stock trade"

An open-market purchase is when an investor or a company buys shares on a public stock exchange at the going market price, rather than through a private deal. It matters to investors because these purchases change how many shares are available, can push the stock price up or signal confidence from large buyers, and often affect per-share metrics like earnings—think of it like someone buying lots of apples off a grocery shelf, reducing supply and potentially raising the price.

indirect ownership financial

"direct_or_indirect: "I" with nature_of_ownership: "By Spouse""

Section 16 regulatory

"footnote states report shall not be deemed admission for purposes of Section 16"

Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.

beneficial ownership regulatory

"footnote: "The Reporting Person disclaims beneficial ownership of these securities""

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.

Form 4 Insider Transactions: What Each Field Means →

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^*

Xu Jiandong

(Last) (First) (Middle)

C/O ESTRELLA IMMUNOPHARMA, INC.

5858 HORTON STREET, SUITE 370

(Street)

EMERYVILLE CALIFORNIA 94608

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Estrella Immunopharma, Inc. [ ESLA ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/11/2025

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, par value $0.0001 per share	09/11/2025		P		100	A	$1.04	264,588	D
Common Stock, par value $0.0001 per share	09/22/2025		P		1,000	A	$1.16	16,700(1)	I	By Spouse(1)
Common Stock, par value $0.0001 per share	10/07/2025		P		1,000	A	$1.33	265,488	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. Held by the Reporting Person's spouse. The Reporting Person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

	/s/ Jiandong Xu	04/29/2026
	** 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)

FAQ

What insider transactions did ESLA’s CFO Jiandong Xu report?

Xu reported three open-market purchases of Estrella Immunopharma common stock totaling 2,100 shares. Two trades increased his direct holdings, while one trade added shares to an account held by his spouse, for which he disclaims beneficial ownership.

How many Estrella Immunopharma (ESLA) shares does the CFO now hold directly?

After the reported trades, Jiandong Xu directly holds 265,488 shares of Estrella Immunopharma common stock. This figure comes from the October 7, 2025 transaction entry, which lists the total shares following that open-market purchase of 1,000 shares.

At what prices did ESLA’s CFO and his spouse purchase company shares?

The reported purchases occurred at $1.04, $1.16, and $1.33 per share. Xu bought 100 shares at $1.04 and 1,000 shares at $1.33 directly, while his spouse’s account bought 1,000 shares at $1.16 according to the filing data.

How many Estrella Immunopharma shares are held in the CFO’s spouse’s account?

The spouse’s account holds 16,700 shares of Estrella Immunopharma common stock after the September 22, 2025 purchase. The filing notes these shares are held by the spouse and states that Xu disclaims beneficial ownership of them for Section 16 and other purposes.

Does the ESLA Form 4 indicate any share sales or only purchases?

The Form 4 excerpt shows only open-market purchases coded as “P,” with no reported sales. The transaction summary lists a net buy of 2,100 shares, with three purchase transactions and zero sales, gifts, tax withholdings, or derivative exercises.

Are any Estrella Immunopharma shares held through derivatives by the CFO?

Based on the provided data, the derivativeSummary is empty, indicating no derivative positions such as options or warrants are reported in this filing excerpt. All visible transactions relate to non-derivative common stock purchases only.