HCW Biologics (HCWB) CEO boosts stake with stock and warrant buys

Rhea-AI Filing Summary

HCW Biologics Inc. director and Chief Executive Officer Hing C. Wong reported significant personal purchases of the company’s securities. On May 22, he bought 113,879 shares of Common Stock at $1.405 per share and acquired Common Stock Purchase Warrants for another 113,879 underlying shares with a $1.28 exercise price, both directly from the issuer in a private placement. Following these transactions, he directly owns 615,790 shares of Common Stock and 118,110 warrants, increasing his overall economic exposure to the company.

Insights

Equity ownership & governance analyst

CEO makes sizable direct buy, increasing equity exposure.

The Chief Executive Officer and 10% owner, Hing C. Wong, bought 113,879 HCW Biologics Common shares at $1.405 and received warrants for another 113,879 shares at a $1.28 exercise price. Both were acquired directly from the issuer in a private placement exempt under Rule 16b-3(d).

After these transactions, he holds 615,790 Common shares and 118,110 warrants, so the new purchases represent a meaningful increase in his stake. Because these are purchases rather than sales, they signal greater alignment between management and shareholders based purely on this filing.

The timing and pricing are factual disclosures; the filing does not discuss motivations. Future company filings may add context on how these additional shares and warrants relate to broader financing or compensation arrangements.

Insider Trade Summary

Net Buyer: 227,758 shares ($160,000)

Net Buy 2 txns

Insider Wong Hing C

Role Chief Executive Officer

Bought 227,758 shs ($160K)

Type	Security	Shares	Price	Value
Purchase	Common Stock Purchase Warrant	113,879	$0.00	--
Purchase	Common Stock	113,879	$1.405	$160K

Holdings After Transaction: Common Stock Purchase Warrant — 118,110 shares (Direct); Common Stock — 615,790 shares (Direct)

Footnotes (1)

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Key Figures

Common Stock purchased: 113,879 shares Purchase price per share: $1.405/share Warrants acquired: 113,879 warrants +4 more

7 metrics

Common Stock purchased 113,879 shares Common Stock bought at $1.405 on May 22

Purchase price per share $1.405/share Price for Common Stock on May 22

Warrants acquired 113,879 warrants Common Stock Purchase Warrants, underlying Common shares

Warrant exercise price $1.28/share Exercise price for Common Stock Purchase Warrants

Common shares after transaction 615,790 shares Total Common Stock directly owned after purchases

Warrants after transaction 118,110 warrants Total Common Stock Purchase Warrants directly owned after purchases

Net shares bought 227,758 shares Net buy across Common Stock and warrants per transaction summary

Key Terms

Common Stock Purchase Warrant, private placement, Section 16(b), Rule 16b-3(d), +1 more

5 terms

Common Stock Purchase Warrant financial

"Common Stock Purchase Warrant for 113,879.0000 underlying shares"

A common stock purchase warrant is a tradable certificate that gives its holder the right to buy a company’s common shares at a fixed price for a set period. Think of it as a coupon that lets you buy stock later at today’s agreed price; it can amplify gains if the share price rises but also can increase the total number of shares outstanding, which may reduce existing owners’ percentage of the company. Investors watch warrants because they offer leveraged upside and can affect future share value and ownership.

private placement financial

"purchased these shares directly from the issuer in a private placement"

A private placement is a sale of securities directly to a selected group of investors, typically institutions or accredited investors, instead of through a public offering. It lets a company raise money faster and with fewer regulatory steps; for existing shareholders it matters because the newly issued shares, often sold at a discount, increase the share count and can dilute their ownership.

Section 16(b) regulatory

"purchase is exempt from Section 16(b) in accordance with Rule 16b-3(d)"

A federal rule that requires company insiders—like officers, directors and large shareholders—to return any profits made from buying and selling the company’s stock within a six-month window. It matters to investors because it discourages short-term trades that could exploit non-public information and helps protect outside shareholders by creating a simple, enforceable way to recover unfair gains, much like a rule stopping someone from flipping a limited-edition item for quick profit after getting early access.

Rule 16b-3(d) regulatory

"exempt from Section 16(b) in accordance with Rule 16b-3(d)"

Rule 16b-3(d) is a narrow SEC safe-harbor that shields company insiders (officers, directors and large shareholders) from liability for short‑swing profits when their buys or sells of company stock are made under a pre-established, written plan or contract that removes the insider’s ability to time trades. For investors, this matters because it permits predictable, automated insider transactions — like scheduled sales for diversification or payroll withholding — without triggering forced disgorgement, so such planned trades are treated differently from opportunistic insider trading.

exercise price financial

"conversion_or_exercise_price: "1.2800""

The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 05/27/2026 - 07:27 PM Accepted by SEC EDGAR 05/27/2026 - 07:26 PM Learn about SEC filing dates

FAQ

What did HCW Biologics (HCWB) CEO Hing C. Wong buy in this Form 4?

Hing C. Wong bought 113,879 HCW Biologics Common shares at $1.405 each and acquired Common Stock Purchase Warrants for another 113,879 underlying shares with a $1.28 exercise price, all directly from the issuer in a private placement.

How large is the HCW Biologics CEO’s total shareholding after this Form 4?

After the reported transactions, CEO Hing C. Wong directly owns 615,790 shares of HCW Biologics Common Stock and 118,110 Common Stock Purchase Warrants, increasing his overall exposure to the company compared with his position before these purchases.

At what prices did the HCW Biologics CEO acquire stock and warrants?

The CEO bought Common Stock at $1.405 per share and received Common Stock Purchase Warrants with a $1.28 per share exercise price. The warrants were recorded with a $0.00 transaction price and give the right to buy additional Common shares at that strike.

Were the HCW Biologics CEO’s transactions open-market purchases or private?

Although coded as purchases, a footnote explains that the CEO bought these shares directly from HCW Biologics in a private placement. The transaction is described as exempt from Section 16(b) under Rule 16b-3(d) of the Securities Exchange Act.

What does the warrant transaction in the HCW Biologics Form 4 represent?

The filing shows acquisition of Common Stock Purchase Warrants for 113,879 underlying shares, exercisable at $1.28 per share until November 22, 2031. These warrants add to the CEO’s potential future ownership beyond his existing Common Stock holdings.

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^*

Wong Hing C

(Last) (First) (Middle)

C/O HCW BIOLOGICS, INC.

2929 N. COMMERCE PARKWAY

(Street)

MIRAMAR, FLORIDA 33025

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
HCW Biologics Inc. [ HCWB ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/22/2026

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	05/22/2026		P(1)		113,879	A	$1.405	615,790	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
Common Stock Purchase Warrant	$1.28	05/22/2026		P(1)		113,879		05/22/2026	11/22/2031	Common Stock	113,879	$0	118,110	D

Explanation of Responses:

1. The reporting person purchased these shares directly from the issuer in a private placement, which purchase is exempt from Section 16(b) in accordance with Rule 16b-3(d) promulgated under the Securities Exchange Act of 1934, as amended.

	/s/ Nicole Valdivieso, as Attorney-in-Fact for Hing C. Wong	05/27/2026
	** 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)