KAPA Form 4 shows CFO Doug Samuelson awarded 152,672 RSUs

Rhea-AI Filing Summary

Kairos Pharma (KAPA) reported an equity award to its Chief Financial Officer, Doug Samuelson. On 10/08/2025, he received 152,672 restricted stock units (RSUs) of common stock under the Kairos Pharma, Ltd. 2023 Equity Incentive Plan at a price of $0.00 per share. These RSUs are scheduled to vest in full on the first anniversary of the grant date.

Following this grant, Samuelson beneficially owns 293,039 common shares and RSUs in total, consisting of 140,367 shares of common stock and 152,672 RSUs that remain subject to vesting, all held in direct ownership.

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

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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^*

Samuelson Doug

(Last) (First) (Middle)

C/O KAIROS PHARMA, LTD.

2355 WESTWOOD BLVD, #139

(Street)

LOS ANGELES CA 90064

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Kairos Pharma, LTD. [ KAPA ]

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

3. Date of Earliest Transaction (Month/Day/Year)
10/08/2025

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	10/08/2025		A		152,672(1)	A	$0.00	293,039(2)	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. Represents 152,672 restricted stock units ("RSUs") issued to the Reporting Person under the Kairos Pharma, Ltd. 2023 Equity Incentive Plan. The 152,672 RSUs are scheduled to vest in full on the first anniversary of the grant date.

2. Consists of (1) 140,367 shares of common stock and (2) 152,672 RSUs which remain subject to vesting.

	/s/ Doug Samuelson	11/26/2025
	** 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 did Kairos Pharma (KAPA) disclose in this Form 4 filing?

Kairos Pharma disclosed that its Chief Financial Officer, Doug Samuelson, received 152,672 RSUs of common stock on 10/08/2025 under the 2023 Equity Incentive Plan.

Who is the reporting person in the Kairos Pharma (KAPA) Form 4?

The reporting person is Doug Samuelson, who serves as Chief Financial Officer of Kairos Pharma, Ltd.

How many restricted stock units did the Kairos Pharma CFO receive?

The Kairos Pharma CFO received 152,672 restricted stock units (RSUs) of common stock, scheduled to vest in full on the first anniversary of the grant date.

What is the total beneficial ownership of the Kairos Pharma CFO after this transaction?

After the transaction, the CFO beneficially owns 293,039 securities, consisting of 140,367 shares of common stock and 152,672 RSUs that remain subject to vesting.

At what price were the Kairos Pharma RSUs granted to the CFO?

The 152,672 RSUs of Kairos Pharma common stock were reported with a price of $0.00 per share in the Form 4.

Are the RSUs granted to the Kairos Pharma CFO fully vested?

No. The filing states that the 152,672 RSUs are scheduled to vest in full on the first anniversary of the grant date and remain subject to vesting.