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HOTH CEO granted 800K shares (vested) and sold 310,744 shares at $1.21

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Robb Knie, CEO and President and a director of Hoth Therapeutics, acquired 800,000 shares of restricted common stock under the company’s Amended and Restated 2022 Equity Incentive Plan; the award vested in full at grant and was issued at $0 per share, bringing his post-award beneficial ownership to 858,131 shares. The next day he sold 310,744 shares at $1.21 per share, reducing his beneficial ownership to 547,387 shares. The Form 4 shows the acquisition was labeled as an issuance that vested on grant and the sale was reported separately. The filing was signed by an attorney-in-fact on behalf of Mr. Knie.

Positive

  • Transparency: Transactions were disclosed on Form 4, meeting SEC reporting requirements
  • Compensation alignment: Large restricted stock grant under the company's equity plan ties CEO compensation to equity value

Negative

  • Reduced insider stake: Sale of 310,744 shares lowered the CEO's direct beneficial ownership from 858,131 to 547,387 shares
  • Immediate vesting: The restricted stock vested in full upon grant, removing future service-based retention conditions

Insights

TL;DR: Issuance of vested restricted stock aligns executive incentives, followed by a partial sale reducing insider stake.

The report documents an immediate vesting grant of 800,000 restricted shares to the CEO under the 2022 Equity Incentive Plan and a subsequent disposition of 310,744 shares at $1.21 each. Immediate vesting removes future service-based retention conditions, which can dilute incentives tied to continued performance. The partial sale reduces the CEO’s direct holding to 547,387 shares, which is material to governance discussions because insider ownership levels affect alignment with shareholders. The disclosure appears complete for the reported transactions.

TL;DR: Material insider activity: large zero-cost grant followed by a meaningful sale at $1.21 reduces reported holdings.

The Form 4 shows a net change from 858,131 to 547,387 shares after the two reported transactions. The grant was issued at $0, indicating compensation rather than a market purchase. The sale of 310,744 shares at $1.21 generated realized proceeds (not stated on the form) and meaningfully lowered direct beneficial ownership on record. For investors, these are clear changes in insider exposure; the transactions are routine to report and no derivative securities were reported.

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*
Knie Robb

(Last) (First) (Middle)
C/O HOTH THERAPEUTICS, INC. 1177 AVENUE
OF THE AMERICAS, 5TH FLOOR, SUITE 5066

(Street)
NEW YORK NY 10036

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Hoth Therapeutics, Inc. [ HOTH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
CEO and President
3. Date of Earliest Transaction (Month/Day/Year)
08/27/2025
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
Common Stock 08/27/2025 A 800,000(1) A $0 858,131 D
Common Stock 08/28/2025 F 310,744 D $1.21 547,387 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
Explanation of Responses:
1. The restricted stock was issued pursuant to the Issuer's Amended and Restated 2022 Equity Incentive Plan, as amended, and vested in full upon grant.
/s/ Hayley Springer as Attorney-In-Fact for Robb Knie 08/28/2025
** 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 changes in ownership did Robb Knie report on the Form 4 for HOTH?

He was issued 800,000 restricted shares that vested on grant (issued at $0), then sold 310,744 shares at $1.21, leaving 547,387 shares beneficially owned.

Were any derivative securities reported by the insider on this Form 4 for Hoth Therapeutics (HOTH)?

No. Table II lists no derivative securities; only non-derivative common stock transactions are reported.

Under what plan were the 800,000 restricted shares issued to the CEO?

The shares were issued pursuant to the Issuer's Amended and Restated 2022 Equity Incentive Plan, as amended.

At what price were the restricted shares issued and the sold shares transacted?

The restricted shares were issued at $0 per share; the reported sale was at $1.21 per share.

Who signed the Form 4 filing on behalf of Robb Knie?

The form was signed by Hayley Springer as Attorney-In-Fact for Robb Knie.
Hoth Therapeutics Inc

NASDAQ:HOTH

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HOTH Stock Data

18.62M
14.96M
4.18%
2%
0.94%
Biotechnology
Pharmaceutical Preparations
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United States
NEW YORK