HYPERION DEFI (HYPD) CFO has 20,831 shares withheld for tax obligations

Rhea-AI Filing Summary

HYPERION DEFI, INC. Chief Financial Officer David R. Knox reported a disposition of shares tied to equity compensation. On the reported date, 20,831 shares of common stock were withheld at a stated price of $0.00 per share to satisfy tax withholding obligations from the vesting and settlement of a previously reported restricted stock unit grant. After this tax-withholding disposition, he directly held 307,119 shares of common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Knox David R.

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock, par value $0.0001	20,831	$0.00	--

Holdings After Transaction: Common Stock, par value $0.0001 — 307,119 shares (Direct)

Footnotes (1)

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Key Figures

Shares withheld for taxes: 20,831 shares Price per share (withholding entry): $0.00 per share Shares held after transaction: 307,119 shares +1 more

4 metrics

Shares withheld for taxes 20,831 shares Withheld to satisfy tax obligations on vested RSUs

Price per share (withholding entry) $0.00 per share Stated transaction price for withheld shares

Shares held after transaction 307,119 shares Direct common stock holdings of CFO after withholding

Tax withholding transactions 1 transaction, 20,831 shares Form 4 tax-withholding disposition count and shares

Key Terms

restricted stock units, tax withholding obligations, vesting and settlement, tax-withholding disposition, +1 more

5 terms

restricted stock units financial

"previously reported grant of restricted stock units held by the Reporting Person"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax withholding obligations financial

"shares were withheld to satisfy tax withholding obligations incurred upon the vesting"

vesting and settlement financial

"incurred upon the vesting and settlement of a portion of a previously reported grant"

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Common Stock, par value $0.0001 financial

"security_title": "Common Stock, par value $0.0001"

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^*

Knox David R.

(Last) (First) (Middle)

C/O HYPERION DEFI, INC.

23461 SOUTH POINTE DRIVE, SUITE 390

(Street)

LAGUNA HILLS CALIFORNIA 92653

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
HYPERION DEFI, INC. [ HYPD ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/30/2026

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, par value $0.0001	03/30/2026		F		20,831(1)	D	$0	307,119	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. These shares were withheld to satisfy tax withholding obligations incurred upon the vesting and settlement of a portion of a previously reported grant of restricted stock units held by the Reporting Person

	/s/ David R. Knox	04/01/2026
	** 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 insider transaction did HYPERION DEFI (HYPD) report for David R. Knox?

HYPERION DEFI reported that CFO David R. Knox had 20,831 shares of common stock withheld. The shares covered tax obligations arising from the vesting and settlement of a previously granted restricted stock unit award, rather than an open-market sale of shares.

Was the HYPD insider transaction an open-market sale of shares?

No, the HYPD insider transaction was not an open-market sale. The 20,831 shares of common stock were withheld by the company to satisfy tax withholding obligations triggered when restricted stock units vested and settled for the executive.

How many HYPERION DEFI (HYPD) shares does the CFO hold after this Form 4?

Following the reported transaction, CFO David R. Knox directly holds 307,119 shares of HYPERION DEFI common stock. This figure reflects his position after 20,831 shares were withheld to cover tax obligations on vested restricted stock units.

What does the F transaction code mean in the HYPD Form 4 filing?

The F transaction code in the HYPD Form 4 indicates a tax-withholding disposition. It shows that shares were delivered or withheld to pay the exercise price or tax liability, not that the insider executed a discretionary open-market trade in the company’s stock.

What triggered the tax withholding transaction for HYPERION DEFI’s CFO?

The tax withholding transaction was triggered by the vesting and settlement of a portion of a previously reported restricted stock unit grant. When those RSUs converted into shares, 20,831 shares were withheld to satisfy the associated tax obligations due from the executive.