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

Rhea-AI Filing Summary

Gyre Therapeutics director Dan Weng was granted a stock option on 08/18/2025 to buy 52,000 shares of common stock at an exercise price of $7.85 per share. The option has a 10-year term expiring 08/18/2035 and vests in 36 equal monthly installments through 08/18/2028, subject to continued service. Following the reported transaction the Reporting Person beneficially owns 52,000 option shares on a direct basis. The Form 4 was filed as a single reporting person and signed by an attorney-in-fact on 08/26/2025.

Insights

Securities Analyst

TL;DR: Routine equity-based director compensation; grants align incentives without an immediate cash impact.

The 52,000-option grant at $7.85 is a standard long-term incentive for a director, with a 10-year term and a 3-year monthly vesting schedule. This structure ties the directors compensation to future share performance and preserves cash in the near term. The grant increases potential dilution if exercised but does not represent an immediate transfer of shares or cash. No other financial metrics or performance conditions are disclosed in the filing.

Corporate Governance Expert

TL;DR: Governance-wise this appears routine; vesting requires continued service, aligning director retention with shareholder interests.

The vesting in 36 equal monthly installments through August 2028 indicates a retention focus rather than performance-based pay. The direct ownership reporting clarifies the grant is held by the reporting person. The Form 4 is properly filed and signed by an attorney-in-fact, showing procedural compliance. The filing contains no disclosure of board approvals or compensation committee details.

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^*

Weng Dan

(Last) (First) (Middle)

C/O GYRE THERAPEUTICS, INC.

12770 HIGH BLUFF DRIVE, SUITE 150

(Street)

SAN DIEGO CA 92130

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
GYRE THERAPEUTICS, INC. [ GYRE ]

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)
08/18/2025

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)	$7.85	08/18/2025		A		52,000		(1)	08/18/2035	Common Stock	52,000	$0	52,000	D

Explanation of Responses:

1. This option represents a right to purchase a total of 52,000 shares of the Issuer's common stock, which will vest in 36 equal monthly installments through August 18, 2028, subject to the Reporting Person's continued service to the Issuer through each vesting date.

	/s/ Ruoyu Chen, as attorney-in-fact for Dan Weng	08/26/2025
	** 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 option grant did Gyre Therapeutics (GYRE) report for director Dan Weng?

The filing reports a stock option to purchase 52,000 shares at an exercise price of $7.85 per share, granted on 08/18/2025.

When do the options vest and when do they expire?

The options vest in 36 equal monthly installments through 08/18/2028 and expire on 08/18/2035.

How many shares does the reporting person beneficially own after the transaction?

Following the reported transaction the reporting person beneficially owns 52,000 option shares on a direct basis.

Who filed and signed the Form 4 for this transaction?

The Form 4 was filed for one reporting person and signed by /s/ Ruoyu Chen, as attorney-in-fact for Dan Weng on 08/26/2025.

Is there any cash paid on grant according to the Form 4?

No cash paid on grant is reported; the filing shows an option grant with an exercise price of $7.85 and a reported price of $0 for the underlying shares at issuance.