[Form 4] Galera Therapeutics, Inc. Insider Trading Activity
Galera Therapeutics director and 10% owner Nancy T. Chang converted preferred stock into common shares.
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Form Type
4
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
Exercise
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 | $0.00 |
| Conversion | Common Stock | 1,180,611 | $0.00 | $0.00 |
Holdings After Transaction:
Series B Preferred Stock — 661.309 contracts (Direct);
Common Stock — 8,825,543 shares (Direct)
Footnotes (1)
- F1. 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.
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.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
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.
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.
AI-generated analysis. How Rhea-AI works. Not financial advice.
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