GNLX Form 4: John Thomas receives RSUs and $3.64 strike options

Rhea-AI Filing Summary

Genelux Corporation director John Thomas reported equity awards on 08/27/2025. The Form 4 shows a grant of 22,283 restricted stock units (RSUs) and an acquisition of 28,576 stock options with an exercise price of $3.64 and an expiration date of 08/26/2035. Following the reported RSU grant, Mr. Thomas beneficially owns 502,784 shares.

The RSUs and options vest upon the earlier of the one-year anniversary of grant or the issuer's next annual meeting of stockholders. Both the RSUs and the options are reported at $0 consideration for the RSUs and an exercise price of $3.64 for the options.

Positive

• Detailed disclosure of awards: RSU and option counts, strike price, expiry, vesting conditions, and post‑transaction ownership are all reported.
• Alignment with shareholders: Time‑based vesting ties a director’s compensation to continued service and future shareholder meetings.
• No cash paid for RSUs: RSUs reported at $0 consideration, indicating standard restricted stock unit treatment rather than a purchase.

Negative

• None.

Insights

Financial Analyst

TL;DR: Director received time‑based RSUs and options; ownership modestly increased, transaction appears routine.

The filing documents a standard executive equity grant: 22,283 RSUs and 28,576 options at a $3.64 strike, exercisable through 08/26/2035, with vesting tied to a one‑year service/next annual meeting condition. These awards increase the reporting person’s beneficial ownership to 502,784 shares. From a valuation perspective, the option strike and long expiry create potential upside only if the stock appreciates above $3.64 before 2035. The disclosure contains specific grant counts, vesting triggers, and ownership post‑transaction, allowing investors to quantify insider alignment without implying performance outcomes.

Corporate Governance Expert

TL;DR: Governance practice: time‑based equity grants with routine vesting; disclosure is clear and compliant.

The Form 4 provides clear amended reporting of equity awards to a director, including RSU terms and option exercise price and expiration. Vesting conditioned on service or the next annual meeting is consistent with common board compensation practices. The form is signed and dated 08/29/2025, and lists the reporting person as a director. No additional governance events (resignations, related‑party transactions, or accelerated vesting beyond the stated conditions) are disclosed in this filing.

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^*

Thomas John

(Last) (First) (Middle)

C/O GENELUX CORPORATION

2625 TOWNSGATE ROAD, SUITE 230

(Street)

WESTLAKE VILLAGE CA 91361

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
GENELUX Corp [ GNLX ]

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)
08/27/2025

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	08/27/2025		A(1)		22,283	A	$0	502,784	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
Stock Option (Right to Buy)	$3.64	08/27/2025		A		28,576		(2)	08/26/2035	Common stock	28,576	$0	28,576	D

Explanation of Responses:

1. Represents restricted stock units ("RSUs") granted pursuant to the Issuer's 2022 Equity Incentive Plan. Each RSU represents the contingent right to receive one share of common stock upon vesting. The RSUs will vest upon the earlier of (a) the one-year anniversary of the date of grant and (b) the date of the Issuer's next annual meeting of stockholders.

2. The shares subject to the option will vest upon the earlier of (a) the one-year anniversary of the date of grant and (b) the date of the Issuer's next annual meeting of stockholders.

	/s/ John Thomas	08/29/2025
	** 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

What did GNLX director John Thomas receive on 08/27/2025?

He was granted 22,283 restricted stock units (RSUs) and 28,576 stock options with an exercise price of $3.64 and an expiration date of 08/26/2035.

How many shares does John Thomas beneficially own after the transaction?

The Form 4 reports 502,784 shares beneficially owned following the reported RSU grant.

When do the RSUs and options vest?

Both the RSUs and the option shares vest upon the earlier of the one‑year anniversary of the grant or the issuer’s next annual meeting of stockholders.

What is the exercise price and expiration for the options?

The reported stock option has an exercise price of $3.64 and an expiration date of 08/26/2035.

Who filed the Form 4 and what is their role?

The reporting person is John Thomas, who is identified on the form as a director of Genelux Corporation (symbol GNLX).