Kardigan CMO gets RSU grant and converts preferred
Kardigan, Inc.’s Chief Medical Officer Jay Edelberg reported equity-related acquisitions rather than open-market trades.
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Form Type
4
Rhea-AI Filing Summary
Kardigan, Inc.’s Chief Medical Officer Jay Edelberg reported equity-related acquisitions rather than open-market trades. On June 17, 2026, he received 47,784 shares of Common Stock in the form of restricted stock units granted at no cash cost, and a separate transaction shows 61,268 shares of Series B Preferred Stock converting into 97,587 shares of Common Stock in connection with the company’s initial public offering.
The filing also reports 4,459,840 shares of Common Stock held indirectly by Edelberg Family Ventures, LLC, for which he disclaims beneficial ownership except for any pecuniary interest.
Insider Trade Summary
61,268 shares exercised/converted
Exercise
4 txns
Insider
Edelberg Jay
Role
Chief Medical Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Series B Preferred Stock | 61,268 | $0.00 | $0.00 |
| Conversion | Common Stock | 97,587 | $0.00 | $0.00 |
| Grant/Award | Common Stock | 47,784 | $0.00 | $0.00 |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Series B Preferred Stock — 0 contracts (Direct);
Common Stock — 183,327 shares (Direct);
Common Stock — 4,459,840 shares (Indirect, By Edelberg Family Ventures, LLC)
Footnotes (3)
- F1. Each share of Series B Preferred Stock (the "Preferred Stock") was convertible into Common Stock on a 1.5928 for 1 basis at any time at the option of the holder, and automatically converted into the number of shares shown in Column 7 upon the effectiveness of the Issuer's registration statement on Form S-1 relating to its initial public offering on June 17, 2026 and without payment of consideration. The Preferred Stock had no expiration date.
- F2. Each share is represented by a restricted stock unit ("RSU"). Each RSU represents a contingent right to receive one share of the Issuer's Common Stock upon settlement. The RSUs vest in full on June 17, 2028, subject to the Reporting Person's continuous service as of the applicable vesting date.
- F3. Represents shares held by Edelberg Family Ventures, LLC. The Reporting Person disclaims beneficial ownership of such shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of his pecuniary interest therein, if any. This report shall not be deemed an admission that he is a beneficial owner of such shares for the purpose of Section 16 of the Exchange Act, or for any other purpose.
Key Figures
RSU grant: 47,784 shares
Preferred converted: 61,268 shares
Common from conversion: 97,587 shares
+3 more
6 metrics
RSU grant
47,784 shares
Common Stock RSU grant on June 17, 2026
Preferred converted
61,268 shares
Series B Preferred Stock converted on June 17, 2026
Common from conversion
97,587 shares
Common Stock received upon Series B Preferred conversion
Indirect common holdings
4,459,840 shares
Common Stock held by Edelberg Family Ventures, LLC after transactions
RSU vesting date
<date>June 17, 2028</date>
Vesting date for the reported RSU grant
Conversion ratio
1.5928:1
Series B Preferred to Common Stock conversion basis
Key Terms
restricted stock unit ("RSU"), Series B Preferred Stock, registration statement on Form S-1, initial public offering, +1 more
5 terms
restricted stock unit ("RSU") financial
"Each share is represented by a restricted stock unit ("RSU")."
Series B Preferred Stock financial
"Each share of Series B Preferred Stock (the "Preferred Stock") was convertible..."
Series B preferred stock is a type of ownership share issued by a company that offers certain advantages over common stock, such as priority in receiving dividends or assets if the company is sold or liquidated. It is typically issued after an initial round of funding, making it a way for investors to support a company's growth while gaining some protections and benefits. This stock matters to investors because it often provides a more secure investment position with potential for future growth.
registration statement on Form S-1 regulatory
"upon the effectiveness of the Issuer's registration statement on Form S-1 relating to its initial public offering..."
A registration statement on Form S-1 is a detailed filing a company submits to the U.S. securities regulator to register new shares for public sale; it includes a plain-language prospectus, financial statements, business description and risk factors. For investors it matters because it provides the official, comprehensive blueprint of the offering — like an owner’s manual — allowing buyers to assess risks, inspect financial health and compare valuation before deciding to invest.
initial public offering financial
"relating to its initial public offering on June 17, 2026..."
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.
Section 16 of the Securities Exchange Act of 1934 regulatory
"for purposes of Section 16 of the Securities Exchange Act of 1934, as amended..."
A provision of federal securities law that requires company insiders—directors, officers and large shareholders—to publicly report their stock holdings and trades and to surrender any “short-swing” profits from purchases and sales within a six-month window. It acts like a rule that forces leaders to announce their trades and prevents quick buy-sell windfalls, giving investors transparency into insider activity and reducing opportunities for unfair gain.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What insider transactions did Kardigan (KARD) report for Jay Edelberg?
Jay Edelberg reported equity acquisitions, not market trades. He received 47,784 restricted stock units of Common Stock and saw 61,268 Series B Preferred shares convert into 97,587 Common shares, all dated June 17, 2026, tied to Kardigan’s initial public offering mechanics.
Were Jay Edelberg’s Kardigan (KARD) Form 4 transactions open-market buys or sells?
No open-market buys or sells were reported. The Form 4 shows a grant of 47,784 restricted stock units and a conversion of Series B Preferred Stock into Common Stock, both non-cash equity events rather than discretionary purchases or sales in the open market.
What is the conversion ratio for Kardigan (KARD) Series B Preferred Stock?
Each Series B Preferred share converted at a 1.5928:1 ratio. The footnotes state each Preferred share was convertible into 1.5928 shares of Common Stock and automatically converted into Common Stock upon effectiveness of Kardigan’s Form S-1 registration statement for its initial public offering.
When do Jay Edelberg’s Kardigan (KARD) RSUs from this filing vest?
The reported restricted stock units vest on June 17, 2028. Each RSU represents a right to receive one share of Common Stock upon settlement, and the grant vests in full on June 17, 2028, assuming Jay Edelberg’s continuous service through that vesting date.
What happened to Jay Edelberg’s Kardigan (KARD) Series B Preferred holdings?
The reported Series B Preferred position was fully converted. The Form 4 shows 61,268 shares of Series B Preferred Stock converting into 97,587 Common shares, leaving zero Series B Preferred shares reported as outstanding for him after Kardigan’s initial public offering effectiveness.
AI-generated analysis. How Rhea-AI works. Not financial advice.
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