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

Rhea-AI Filing Summary

Galera Therapeutics director and 10% owner Nancy T. Chang converted preferred stock into common shares. On a board-initiated partial mandatory conversion effective April 7, 2026, 1,180.611 shares of Series B Non-Voting Convertible Preferred Stock were converted into 1,180,611 shares of common stock at a stated conversion price of $0.00 per share.

After the conversion, Chang directly held 8,825,543 shares of common stock and 661.309 shares of Series B Preferred Stock. This was a derivative conversion, not an open-market purchase or sale, and followed a February 12, 2026 amendment allowing the board to elect mandatory conversions based on a 1,000-to-1 conversion ratio.

Insider Trade Summary

1,180.611 shares exercised/converted

Mixed 2 txns

Insider CHANG NANCY T

Role Director, 10% Owner

Type	Security	Shares	Price	Value
Conversion	Series B Preferred Stock	1,180.611	$0.00	--
Conversion	Common Stock	1,180,611	$0.00	--

Holdings After Transaction: Series B Preferred Stock — 661.309 shares (Direct); Common Stock — 8,825,543 shares (Direct)

Footnotes (1)

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Key Figures

Series B converted: 1,180.611 shares Common shares received: 1,180,611 shares Conversion ratio: 1,000 common shares per preferred share +3 more

6 metrics

Series B converted 1,180.611 shares Series B Preferred Stock converted on April 7, 2026

Common shares received 1,180,611 shares Common Stock issued upon conversion on April 7, 2026

Conversion ratio 1,000 common shares per preferred share Defined in amended Series B terms on February 12, 2026

Common shares after transaction 8,825,543 shares Direct common stock holdings following conversion

Remaining Series B Preferred 661.309 shares Series B Non-Voting Convertible Preferred Stock still held after partial conversion

Conversion price $0.00 per share Stated price for the derivative conversion transaction

Key Terms

Series B Non-Voting Convertible Preferred Stock, Mandatory Conversion, Conversion Ratio, Certificate of Amendment

4 terms

Series B Non-Voting Convertible Preferred Stock financial

"Certificate of Designation of Preferences, Rights, and Limitations of Series B Non-Voting Convertible Preferred Stock."

A Series B non-voting convertible preferred stock is a class of company shares that gives holders financial priority—such as fixed dividends and first claim on assets if the company is sold—while not granting voting rights. It can be converted into regular common shares under set conditions, which matters to investors because conversion can increase upside participation but also dilute existing owners; the preference reduces downside risk like a safety buffer.

Mandatory Conversion financial

"the Issuer may elect to convert, in whole or in part, outstanding shares ... (a "Mandatory Conversion")."

Mandatory conversion is a rule that forces certain convertible securities—like bonds or preferred shares—to be turned into common stock when specific conditions are met (for example, a date arrives or a price target is hit). For investors this matters because it increases the number of shares outstanding and can dilute existing ownership, shifting value from fixed-income holders into equity holders and changing a company’s risk and return profile, much like an automatic trade that swaps a guaranteed payment for an ownership stake.

Conversion Ratio financial

"calculated based on the Conversion Ratio (defined as 1,000 shares of Common Stock issuable upon the conversion of each share of Series B Preferred Stock)"

The conversion ratio is the number of common shares an investor receives when a convertible security (like a bond or preferred share) or an exchangeable instrument is turned into ordinary stock. It matters because it tells investors how much ownership or dilution will occur — similar to knowing how many slices you get when you trade in a coupon — and directly affects the value you get from the convertible and the company’s future share count.

Certificate of Amendment regulatory

"the Issuer filed a Certificate of Amendment (the "Amendment") to the Certificate of Designation"

A certificate of amendment is an official filing that updates a company’s founding documents—its legal “rulebook” that sets share structure, voting rules, name and basic purpose. Think of it like changing the blueprint of a building: small changes are paperwork, big ones can alter who owns how much and who controls decisions. Investors watch these filings because they can affect share counts, voting power, dilution and company value.

Form 4 Insider Transactions: What Each Field Means →

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^*

CHANG NANCY T

(Last) (First) (Middle)

C/O GALERA THERAPEUTICS, INC.

101 LINDENWOOD DRIVE, SUITE 225

(Street)

MALVERN PENNSYLVANIA 19355

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Galera Therapeutics, Inc. [ GRTX ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/07/2026

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

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

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

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	04/07/2026		C		1,180,611	A	(1)	8,825,543	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
Series B Preferred Stock	(1)	04/07/2026		C			1,180.611	(1)	(1)	Common Stock	1,180,611	$0	661.309	D

Explanation of Responses:

1. On February 12, 2026, the Issuer filed a Certificate of Amendment (the "Amendment") to the Certificate of Designation of Preferences, Rights, and Limitations of Series B Non-Voting Convertible Preferred Stock. The Amendment provided that, in the sole discretion of the Issuer's board of directors, the Issuer may elect to convert, in whole or in part, outstanding shares of Series B Non-Voting Convertible Preferred Stock ("Series B Preferred Stock") into a number of shares of Common Stock calculated based on the Conversion Ratio (defined as 1,000 shares of Common Stock issuable upon the conversion of each share of Series B Preferred Stock) (a "Mandatory Conversion"). On April 7, 2026, the Issuer effected a partial Mandatory Conversion of Series B Preferred Stock, including shares of Series B Preferred Stock held by the Reporting Person. The shares of Series B Preferred Stock have no expiration date.

	/s/ J. Mel Sorensen, Attorney-in-Fact for Nancy T. Chang	04/09/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did Galera Therapeutics (GRTX) insider Nancy T. Chang report in this Form 4?

Nancy T. Chang reported a conversion of Series B Non-Voting Convertible Preferred Stock into common stock. On April 7, 2026, 1,180.611 preferred shares converted into 1,180,611 common shares at $0.00 per share under a board-initiated mandatory conversion.

How many Galera Therapeutics (GRTX) common shares did Nancy T. Chang receive?

Nancy T. Chang received 1,180,611 shares of Galera Therapeutics common stock through a derivative conversion. These shares came from 1,180.611 shares of Series B Non-Voting Convertible Preferred Stock, using a 1,000-to-1 conversion ratio specified in the company’s amended terms.

What are Nancy T. Chang’s holdings in Galera Therapeutics (GRTX) after the conversion?

Following the April 7, 2026 conversion, Nancy T. Chang directly held 8,825,543 shares of Galera common stock and 661.309 shares of Series B Preferred Stock. The filing shows these as direct holdings after the partial mandatory conversion by the board.

Was the Galera Therapeutics (GRTX) insider transaction a market buy or sell?

The transaction was not an open-market buy or sell. It was a derivative conversion of Series B Non-Voting Convertible Preferred Stock into common stock at $0.00 per share, triggered by a partial mandatory conversion elected by Galera’s board of directors.

What is the conversion ratio for Galera’s Series B Non-Voting Convertible Preferred Stock?

The amended terms define a Conversion Ratio of 1,000 common shares for each Series B Preferred share. Using this ratio, 1,180.611 preferred shares converted into 1,180,611 common shares during the board-initiated partial mandatory conversion on April 7, 2026.

What corporate action enabled Galera Therapeutics (GRTX) to mandate this preferred conversion?

Galera filed a Certificate of Amendment on February 12, 2026, changing the Series B Non-Voting Convertible Preferred Stock terms. The amendment allowed the board, at its sole discretion, to elect whole or partial mandatory conversions into common stock using the stated 1,000-to-1 conversion ratio.