FGEN Form 4 — David DeLucia RSU Shares Withheld for Taxes; Reverse Split Noted

Rhea-AI Filing Summary

David DeLucia, Chief Financial Officer of FibroGen, Inc. (FGEN), reported two dispositions of common stock that were withheld to satisfy tax obligations arising from the vesting of restricted stock units. The Form 4 lists a transaction on 06/06/2025 showing a disposition at a price of $7.8325 and a reported beneficial ownership of 4,594 shares following the transaction. A second reported disposition on 09/06/2025 shows a price of $12.10 and a reported beneficial ownership of 4,541 shares following that transaction. The filer states these shares were withheld by the issuer to cover taxes on RSU vesting. The filing notes a 1-for-25 reverse stock split effective June 16, 2025. The Form 4 is signed by an attorney-in-fact on behalf of the reporting person.

Insights

Financial Analyst

Routine insider tax-withholding sale; limited financial impact and no change to control.

The transactions represent share withholding to satisfy tax obligations on RSU vesting rather than open-market sales for cash. Reported prices of $7.8325 and $12.10 and post-transaction beneficial holdings of 4,594 and 4,541 shares are disclosed. The 1-for-25 reverse split note affects reported share counts. For investors, this is a common, non-dispositive event that does not indicate a change in executive ownership strategy or corporate control.

Corporate Governance Expert

Disclosure aligns with Section 16 reporting for executive compensation-related withholding; governance impact is neutral.

The Form 4 documents withholding to satisfy tax obligations tied to RSU vesting, a standard administrative action. The filing provides required transparency about insider holdings and includes the reverse split disclosure. There are no indications of unusual timing, large open-market disposals, or changes in officer status in the content provided.

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

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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^*

DeLucia David

(Last) (First) (Middle)

C/O FIBROGEN, INC.

350 BAY STREET, SUITE 100 # 6009

(Street)

SAN FRANCISCO CA 94133

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FIBROGEN INC [ FGEN ]

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

3. Date of Earliest Transaction (Month/Day/Year)
06/06/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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	06/06/2025		F		51(1)	D	$7.8325	4,594	D
Common Stock	09/06/2025		F		53(1)	D	$12.1	4,541	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. Represents shares withheld by the issuer to satisfy a tax obligation realized by the reporting person upon the vesting of restricted stock units.

Remarks:

Share amount and share prices reflect a 1-for-25 reverse stock split effective on June 16, 2025.

	/s/ Michael Hom, Attorney-in-Fact	09/09/2025
	** 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).
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