[Form 4] Gain Therapeutics, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Gain Therapeutics, Inc. (GANX) filed a Form 4 disclosing that director Hans Peter Hasler received 15,000 stock options on 06/24/2025. The options carry a $1.79 exercise price, expire on 06/24/2035, and will vest in 12 equal monthly tranches beginning 07/24/2025, contingent on continued board service. No common shares were bought or sold; the filing solely reflects an equity-incentive grant. After the transaction, Hasler beneficially owns 15,000 derivative securities, all held directly. The grant is routine board compensation and does not signal any change in the company’s operating outlook, capital structure, or insider sentiment.

Insights

Corporate Governance Analyst

TL;DR: Routine director option grant; immaterial impact on GANX valuation or control.

This Form 4 shows a standard non-cash compensation award—15,000 options at $1.79—to independent director Hans Peter Hasler. The award aligns director incentives with shareholder value creation but represents less than 0.1% of GANX’s diluted share count (based on ~20 million shares outstanding). No shares were sold, so there is no bearish signal. Vesting over one year ensures short-term retention. Overall, the filing is procedural and has negligible effect on ownership concentration, cash flow, or governance risk.

Portfolio Manager

TL;DR: No actionable trading insight; monitor but no portfolio change warranted.

The $1.79 strike is near recent trading levels, reflecting at-the-money pricing typical for small-cap biotech boards. Given the limited size and the absence of open-market activity, liquidity and float remain unchanged. Unless subsequent insider accumulation occurs, this single grant does not alter GANX’s risk-reward profile. I classify the disclosure as neutral for investment strategy purposes.

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^*

HASLER HANS PETER

(Last) (First) (Middle)

C/O GAIN THERAPEUTICS, INC.

4800 MONTGOMERY LANE, SUITE 220

(Street)

BETHESDA MD 20814

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Gain Therapeutics, Inc. [ GANX ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
06/24/2025

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

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)	$1.79	06/24/2025		A		15,000		(1)	06/24/2035	Common Stock	15,000	$0.00	15,000	D

Explanation of Responses:

1. The option vests in 12 equal monthly installments commencing on July 24, 2025, subject to the Reporting Person's continuous service through the applicable vesting date.

	/s/ Hans Peter Hasler	06/25/2025
	** 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).
** 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.

FAQ

How many stock options did GANX director Hans Peter Hasler receive?

He was granted 15,000 stock options.

What is the exercise price of the newly granted GANX options?

The exercise price is $1.79 per share.

When do the options granted to Hans Peter Hasler begin vesting?

Vesting starts on July 24, 2025 and occurs monthly thereafter.

Did the Form 4 report any purchase or sale of GANX common stock?

No, the filing only reports an equity-incentive option grant; no shares were bought or sold.

What is the expiration date of the reported stock options?

The options expire on June 24, 2035.