Jupiter Neurosciences director exercises 95,550 RSUs

Jupiter Neurosciences, Inc. director Nicholas H. Hemmerly exercised restricted stock units into common stock.

Rhea-AI Filing Summary

Jupiter Neurosciences, Inc. director Nicholas H. Hemmerly exercised restricted stock units into common stock. On June 2, 2025, 95,550 restricted stock units converted on a one-for-one basis into 95,550 shares of common stock, vesting upon expiration of the lock-up period for the company’s initial public offering. Following the transaction, Hemmerly holds 95,550 common shares directly, and the reported restricted stock unit position is reduced to zero. The event reflects equity compensation vesting rather than an open-market purchase or sale.

Filing Explained

The director’s 95,550 restricted stock units vested into direct common shares, leaving zero related derivative units reported.

The July 13, 2026 Form 4 reports that director Nicholas H. Hemmerly acquired 95,550 common shares on June 2, 2025 when restricted stock units vested; the filing shows 95,550 shares directly owned afterward. The structural consequence disclosed here is a change in the reporting person’s holdings.

The filing uses transaction code M for the 95,550-share event, states that the restricted stock units convert into common stock one-for-one, and reports a $0.00 exercise price. It also shows the related derivative position falling to zero.

Because the filing uses M rather than the supplied P or S codes for open-market purchases or sales, it documents an insider holding change rather than a reported market trade.

Insider Trade Summary

95,550 shares exercised/converted

Exercise 2 txns

Insider Hemmerly Nicholas H.

Role Director

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units F1, F2	95,550	$0.00	$0.00
Exercise	Common Stock F1	95,550	--	--

Holdings After Transaction: Restricted Stock Units — 0 contracts (Direct); Common Stock — 95,550 shares (Direct)

Footnotes (2)

1. F1. These restricted stock units convert into common stock on a one-for-one basis.
2. F2. Represents restricted stock units which vested on the expiration of the lock-up period for the Issuer's initial public offering.

Key Figures

Common shares acquired via RSU conversion: 95,550 shares RSUs exercised: 95,550 units Shares held after transaction: 95,550 shares +1 more

4 metrics

Common shares acquired via RSU conversion 95,550 shares Restricted stock units converted into common stock on June 2, 2025

RSUs exercised 95,550 units Restricted stock units converted on a one-for-one basis into common stock

Shares held after transaction 95,550 shares Direct common stock ownership by Nicholas H. Hemmerly after the exercise

RSU expiration date 2033-12-17 Expiration date listed for the restricted stock units prior to conversion

Key Terms

Restricted Stock Units, lock-up period, initial public offering, derivative security

4 terms

Restricted Stock Units financial

"Represents restricted stock units which vested on the expiration of the lock-up period"

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.

lock-up period financial

"vested on the expiration of the lock-up period for the Issuer's initial public offering"

A lock-up period is a fixed time after a stock offering during which company insiders and early investors are legally barred from selling their shares. It matters because when that restriction expires a large block of previously locked-up shares can enter the market at once, potentially lowering the stock price or spiking trading volume—like opening a floodgate—so investors monitor these dates to anticipate price moves and manage risk.

initial public offering financial

"expiration of the lock-up period for the Issuer's initial public offering"

An initial public offering (IPO) is when a private company first sells its shares to the public and becomes a stock-listed company. It matters because it allows the company to raise money from a wide range of investors, helping it grow, while giving early shareholders a way to sell some of their ownership.

derivative security financial

"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.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did JUNS director Nicholas H. Hemmerly report in this Form 4?

Nicholas H. Hemmerly reported the exercise of 95,550 restricted stock units into 95,550 shares of common stock of Jupiter Neurosciences, Inc. The transaction reflects equity compensation vesting, not an open-market trade.

How many Jupiter Neurosciences (JUNS) shares does Hemmerly own after this transaction?

After the June 2, 2025 transaction, Nicholas H. Hemmerly directly owns 95,550 shares of common stock of Jupiter Neurosciences, Inc. The reported restricted stock unit balance is reduced to zero following this conversion.

Was the JUNS Form 4 transaction a buy or sell in the open market?

No. The Form 4 for Jupiter Neurosciences (JUNS) shows a derivative exercise, where restricted stock units converted into common stock. There were no open-market purchases or sales reported in this filing.

What caused Hemmerly’s JUNS restricted stock units to vest?

The Form 4 states the restricted stock units vested upon the expiration of the lock-up period for Jupiter Neurosciences, Inc.’s initial public offering, triggering their conversion into common shares.

What was the conversion ratio for JUNS restricted stock units in this filing?

According to the Form 4 footnotes, the reported restricted stock units in Jupiter Neurosciences (JUNS) convert into common stock on a one-for-one basis, so 95,550 units became 95,550 common shares.

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

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Accepted by SEC EDGAR 07/13/2026 - 04:00 PM Learn about SEC filing dates

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^*

Hemmerly Nicholas H.

(Last) (First) (Middle)

C/O JUPITER NEUROSCIENCES, INC.

11621 KEW GARDENS AVE, SUITE 210

(Street)

PALM BEACH GARDENS FLORIDA 33410

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
JUPITER NEUROSCIENCES, INC. [ JUNS ]

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)
06/02/2025

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	06/02/2025		M		95,550	A	(1)	95,550	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	(1)	06/02/2025		M			95,550	(2)	12/17/2033	Common Stock	95,550	$0.00	0	D

Explanation of Responses:

1. These restricted stock units convert into common stock on a one-for-one basis.

2. Represents restricted stock units which vested on the expiration of the lock-up period for the Issuer's initial public offering.

	/s/ Nicholas H. Hemmerly	07/13/2026
	** 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)