Director at IGC Pharma (IGC) receives 170,000 shares from RSUs

Rhea-AI Filing Summary

IGC Pharma director Richard K. Prins exercised restricted stock units into common shares of the company. On April 1, 2026, he converted 170,000 restricted stock units into 170,000 shares of common stock at an exercise price of $0.00 per share. Following these transactions, he directly holds 1,541,251 shares of IGC Pharma common stock. The units were granted in June 2023 and March 2024 and vest in equal installments over three years, with each unit representing one share of common stock.

Insights

Equity compensation analyst

Director converts 170,000 RSUs into shares as part of routine vesting.

Director Richard K. Prins exercised restricted stock units granted in June 2023 and March 2024, receiving 170,000 shares of IGC Pharma common stock at $0.00 per share. These RSUs vest in equal installments over three years.

After the transactions, Prins directly holds 1,541,251 shares, and no remaining derivative positions are shown. Because there were no open‑market purchases or sales and the events stem from compensation vesting, this looks like a routine equity award exercise rather than a directional bet on the stock.

Insider Trade Summary

170,000 shares exercised/converted

Mixed 4 txns

Insider PRINS RICHARD K

Role Director

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	100,000	$0.00	--
Exercise	Restricted Stock Units	70,000	$0.00	--
Exercise	Common Stock	100,000	$0.00	--
Exercise	Common Stock	70,000	$0.00	--

Holdings After Transaction: Restricted Stock Units — 0 shares (Direct); Common Stock — 1,471,251 shares (Direct)

Footnotes (1)

1. On June 20, 2023, the Reporting Person was granted RSUs subject to vesting equally over three years starting on March 31, 2024. On March 13, 2024, the Reporting Person was granted RSUs subject to vesting equally over three years starting March 2025. Each restricted stock unit represents a right to receive one share of IGC common stock.

Key Figures

RSUs exercised: 170,000 units Shares from RSUs: 170,000 shares Post-transaction holdings: 1,541,251 shares +3 more

6 metrics

RSUs exercised 170,000 units Restricted stock units converted to common shares on April 1, 2026

Shares from RSUs 170,000 shares Common stock received upon RSU exercise at $0.00 per share

Post-transaction holdings 1,541,251 shares Director’s direct IGC Pharma common stock position after exercises

First RSU grant date June 20, 2023 RSUs vest equally over three years starting March 31, 2024

Second RSU grant date March 13, 2024 RSUs vest equally over three years starting March 2025

Exercise price $0.00 per share Price per share for common stock received from RSU conversion

Key Terms

Restricted Stock Units, RSUs, Exercise or conversion of derivative security, derivative security, +2 more

6 terms

Restricted Stock Units financial

"On June 20, 2023, the Reporting Person was granted RSUs subject to vesting equally over three years"

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.

RSUs financial

"On March 13, 2024, the Reporting Person was granted RSUs subject to vesting equally over three years"

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

Exercise or conversion of derivative security financial

"transaction_code_description": "Exercise or conversion of derivative security""

derivative security financial

"transaction_type": "derivative", "transaction_code_description": "Exercise or conversion of derivative security""

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

vesting equally over three years financial

"was granted RSUs subject to vesting equally over three years starting on March 31, 2024"

restricted stock unit financial

"Each restricted stock unit represents a right to receive one share of IGC common stock."

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

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^*

PRINS RICHARD K

(Last) (First) (Middle)

10224 FALLS ROAD

(Street)

POTOMAC MARYLAND 20854

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
IGC Pharma, Inc. [ IGC ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026

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	04/01/2026		M		100,000(1)	A	$0.0	1,471,251	D
Common Stock	04/01/2026		M		70,000(2)	A	$0.0	1,541,251	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
Restricted Stock Units	(3)	04/01/2026		M			100,000(1)	(1)	(1)	Common Stock	100,000	$0.0	0	D
Restricted Stock Units	(3)	04/01/2026		M			70,000(2)	(2)	(2)	Common Stock	70,000	$0.0	70,000	D

Explanation of Responses:

1. On June 20, 2023, the Reporting Person was granted RSUs subject to vesting equally over three years starting on March 31, 2024.

2. On March 13, 2024, the Reporting Person was granted RSUs subject to vesting equally over three years starting March 2025.

3. Each restricted stock unit represents a right to receive one share of IGC common stock.

	/s/ Richard Prins	04/06/2026
	** 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 did IGC (IGC) director Richard K. Prins report in this Form 4?

Director Richard K. Prins reported exercising restricted stock units into common shares. He converted 170,000 RSUs into 170,000 IGC Pharma common shares at $0.00 per share, reflecting vesting of prior equity grants rather than an open-market stock purchase or sale.

How many IGC Pharma shares did Richard K. Prins acquire in this transaction?

Richard K. Prins acquired 170,000 IGC Pharma common shares through RSU exercises. Two blocks of 100,000 and 70,000 restricted stock units were converted on April 1, 2026, with each unit delivering one share of common stock according to the award terms described.

What is Richard K. Prins’s IGC Pharma shareholding after the RSU exercises?

After the RSU exercises, Richard K. Prins directly holds 1,541,251 IGC Pharma common shares. This post-transaction figure reflects the addition of 170,000 shares received from vested restricted stock units and provides context for the relative size of the reported equity award.

Were the IGC Pharma RSU exercises open-market purchases or sales?

The RSU exercises were not open-market purchases or sales. They represent the conversion of previously granted restricted stock units into common shares at a stated price of $0.00 per share, consistent with standard equity compensation vesting rather than discretionary trading in the market.

When were the IGC Pharma RSUs granted and how do they vest?

One RSU grant was made on June 20, 2023 and another on March 13, 2024. The awards vest in equal installments over three years, starting March 31, 2024 for the 2023 grant and March 2025 for the 2024 grant, with each vested unit delivering one common share.

Does Richard K. Prins have remaining derivative positions after these IGC RSU exercises?

No remaining derivative positions appear in this Form 4 after the exercises. The derivative section shows RSUs exercised into common stock, and the derivative position summary is empty, indicating that the reported units were fully converted to shares in these transactions.