[Form 4] GRI Bio, Inc. Insider Trading Activity

Rhea-AI Filing Summary

GRI Bio, Inc. director David Leslie Szekeres received a stock option grant on 08/13/2025 to purchase 7,545 shares of common stock. The Form 4 shows the derivative award is a stock option with a stated $1.30 conversion/exercise price and an expiration date of 08/13/2035. The option was reported as acquired on 08/13/2025 and is held directly. The award vests in four equal quarterly installments and is fully vested on the first anniversary of the grant date, per the filing. The Form 4 was signed by an attorney-in-fact on 08/14/2025.

Insights

Securities Analyst

TL;DR: Routine director option grant; small, time‑based vesting, limited immediate dilution.

The filing documents a standard stock option grant to a director for 7,545 shares with a $1.30 exercise price and a ten‑year term to 08/13/2035. Vesting occurs in four equal quarterly installments, reaching full vest after one year, which aligns incentives without immediate large dilution. For investors this is a routine insider compensation disclosure rather than a material capital event. There is no information about total outstanding shares to assess percentage dilution.

Corporate Governance Expert

TL;DR: Typical governance practice—time‑based equity awarded to a director, disclosed under Section 16.

The reported grant follows common director compensation patterns: a multi‑year option with quarterly vesting over one year and a long expiration. The filing is complete in identifying recipient, amount, vesting schedule, exercise price and expiration. It does not indicate any performance conditions or related party arrangements beyond the director relationship, and it was reported promptly via Form 4.

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^*

Szekeres David Leslie

(Last) (First) (Middle)

C/O GRI BIO, INC.

2223 AVENIDA DE LA PLAYA, SUITE 208

(Street)

LA JOLLA CA 92037

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
GRI Bio, Inc. [ GRI ]

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)
08/13/2025

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)	$1.3	08/13/2025		A		7,545		(1)	08/13/2035	Common Stock	7,545	$0	7,545	D

Explanation of Responses:

1. The stock option vests in 4 equal quarterly installments such that the stock option is fully vested on the first anniversary of the date of grant.

Remarks:

	/s/ Leanne Kelly, Attorney-in-Fact	08/14/2025
	** 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 GRI Bio director David Szekeres receive on 08/13/2025?

He received a stock option to purchase 7,545 shares of GRI Bio common stock, reported on Form 4.

What is the exercise price and expiration of the option reported for GRI?

The Form 4 shows a $1.30 conversion/exercise price and an expiration date of 08/13/2035.

How does the option vest according to the filing?

The option vests in four equal quarterly installments and is fully vested on the first anniversary of the grant date.

How is the option held and who filed the Form 4?

The option is reported as directly held by the reporting person; the Form 4 was signed by an attorney‑in‑fact on 08/14/2025.

Does the filing disclose dollar values received for the award?

The Form 4 lists the number of options and the exercise price but does not disclose any cash paid by the reporting person to acquire the award.