Chiron Real Estate (XRN) CIO awarded new LTIP incentive units

Rhea-AI Filing Summary

Chiron Real Estate Inc. reported that CIO Leon Alfonzo acquired two awards of LTIP Units (rights to buy) in Chiron Real Estate LP, totaling 10,385 and 3,273 units, at a stated price of $0.0000 per unit.

The LTIP Units are equity incentives under the 2016 Equity Incentive Plan and have no expiration date. All LTIP Units in one grant vest on February 24, 2029, subject to continued employment. For another LTIP award, the board determined that 50% became vested and nonforfeitable on February 24, 2026 based on market-based performance criteria as of December 31, 2025 and February 24, 2026, with the remaining 50% scheduled to vest on February 24, 2027. Once vested and after achieving capital account parity, LTIP Units may be exchanged for cash or, at the issuer’s election, for common stock on a one-for-one basis. The LTIP Unit amounts are reported on a post–1-for-5 reverse stock split basis following a split effective on September 19, 2025.

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^*

Leon Alfonzo

(Last) (First) (Middle)

7373 WISCONSIN AVENUE, SUITE 800

(Street)

BETHESDA MD 20814

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Chiron Real Estate Inc. [ XRN ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/24/2026

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
LTIP Unit (Right to Buy)(1)	(2)	02/24/2026		A		10,385		(2)	(2)	Common Stock	10,385	$0	101,842(4)	D
LTIP Unit (Right to Buy)(3)	(2)	02/24/2026		A		3,273		(2)	(2)	Common Stock	3,492	$0	105,115(4)	D

Explanation of Responses:

1. Represents units of limited partnership interest ("LTIP Units") in Chiron Real Estate LP (the "OP"), the operating partnership of the Issuer. All of the LTIP Units vest on February 24, 2029, subject to the Reporting Person's continued employment on such date. The LTIP Units were awarded pursuant to an LTIP Unit vesting agreement, the form of which was filed as Exhibit 10.2 to the Issuer's Quarterly Report on Form 10-Q filed on May 5, 2023. The LTIP Units were issued pursuant to the Issuer's 2016 Equity Incentive Plan (as amended from time to time) and have no expiration date.

2. As described in the OP's partnership agreement, vested LTIP Units that have achieved capital account parity may be exchanged at any time after vesting for cash or, at the election of the Issuer, for shares of Common Stock on a one-for-one basis. LTIP Units have no expiration date.

3. Represents LTIP Units in the OP. The Issuer's Board of Directors determined that on February 24, 2026, 50% of the LTIP Units became vested and nonforfeitable as a result of meeting certain market-based performance criteria as of December 31, 2025 and February 24, 2026 and 50% of the LTIP Units will vest on February 24, 2027 pursuant to the grant award agreement stipulations. The LTIP Units were awarded pursuant to an LTIP Unit vesting agreement, the form of which was filed as Exhibit 10.1 to the Issuer's Quarterly Report on Form 10-Q filed on August 4, 2023. The LTIP Units were issued pursuant to the Issuer's 2016 Equity Incentive Plan (as amended from time to time) and have no expiration date.

4. On September 19, 2025, the Issuer effected a reverse stock split of the Issuer's issued and outstanding shares of common stock at a ratio of 1-for-5. As a result, the amount of LTIP Units reflected in this filing is on a post-split adjusted basis.

	/s/ Jamie Barber, as Attorney-in-Fact	02/25/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did Chiron Real Estate (XRN) report for CIO Leon Alfonzo?

Chiron Real Estate reported that CIO Leon Alfonzo received two grants of LTIP Units, covering 10,385 and 3,273 units at a stated price of $0.0000. These are equity incentive awards, not open-market share purchases or sales.

What are LTIP Units in Chiron Real Estate LP reported in the XRN Form 4?

The LTIP Units are units of limited partnership interest in Chiron Real Estate LP, the issuer’s operating partnership. Once vested and after achieving capital account parity, they may be exchanged for cash or, at the issuer’s election, for common stock on a one-for-one basis.

What is the vesting schedule for the LTIP Units granted to Chiron Real Estate’s CIO?

One LTIP grant vests fully on February 24, 2029, subject to continued employment. For another award, the board determined 50% vested on February 24, 2026 after meeting market-based performance criteria, with the remaining 50% scheduled to vest on February 24, 2027.

How did Chiron Real Estate’s reverse stock split affect the LTIP Units reported?

Chiron Real Estate effected a 1-for-5 reverse stock split of its common stock on September 19, 2025. The LTIP Unit amounts disclosed in the insider report are already adjusted to reflect this post-split basis, aligning them with the current share structure.

Do the LTIP Units granted to the CIO of Chiron Real Estate expire?

The LTIP Units reported have no expiration date under their terms. They were issued pursuant to Chiron Real Estate’s 2016 Equity Incentive Plan and related vesting agreements, remaining outstanding subject to vesting conditions and potential later exchange for cash or common stock.