Pasithea Therapeutics (NASDAQ: KTTA) grants director Emer Leahy 152,783 options

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Pasithea Therapeutics Corp. director Emer Leahy received a stock option grant covering 152,783 shares of common stock. The option was awarded under the company’s 2023 Stock Incentive Plan with an exercise price of $0.841 per share and expires on April 30, 2036.

The underlying 152,783 shares will vest in full on the one-year anniversary of the grant date if Leahy remains a director through that date. The shares also fully vest upon a Change in Control as defined in the plan. After this grant, Leahy holds 152,783 options directly.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Leahy Emer

Role null

Type	Security	Shares	Price	Value
Grant/Award	Stock Option (right to buy)	152,783	$0.00	--

Holdings After Transaction: Stock Option (right to buy) — 152,783 shares (Direct, null)

Footnotes (1)

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Key Figures

Option grant size: 152,783 options Exercise price: $0.841 per share Expiration date: April 30, 2036 +2 more

5 metrics

Option grant size 152,783 options Stock Option grant on 2026-05-01

Exercise price $0.841 per share Stock Option exercise price for 152,783 shares

Expiration date April 30, 2036 Option term under 2023 Stock Incentive Plan

Underlying shares 152,783 common shares Shares underlying the Stock Option

Post-transaction holdings 152,783 options Total derivative position following transaction

Key Terms

Stock Option (right to buy), 2023 Stock Incentive Plan, Change in Control, vesting

4 terms

Stock Option (right to buy) financial

"security_title: "Stock Option (right to buy)""

2023 Stock Incentive Plan financial

"award was made in accordance with the terms of the Issuer's 2023 Stock Incentive Plan"

Change in Control financial

"shares underlying the Option will fully vest upon a Change in Control"

A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.

vesting financial

"underlying the Option will vest in full upon the one-year anniversary of the date of grant"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

Form 4 Insider Transactions: What Each Field Means →

05/05/2026 - 04:41 PM

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^*

Leahy Emer

(Last)

(First)

(Middle)

1111 LINCOLN ROAD

SUITE 500

(Street)

MIAMI BEACH

FLORIDA

33139

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Pasithea Therapeutics Corp. [ KTTA ]

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)
05/01/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (right to buy)	$0.841	05/01/2026		A		152,783		⁽¹⁾	04/30/2036	Common Stock	152,783	$0	152,783	D

Explanation of Responses:

1. The option (the "Option") award was made in accordance with the terms of the Issuer's 2023 Stock Incentive Plan, as amended (the "Plan"). The shares of the Issuer's common stock, par value $0.0001 per share, underlying the Option will vest in full upon the one-year anniversary of the date of grant; provided, that the Reporting Person remains a director of the Issuer through such vesting date; provided further, that the shares underlying the Option will fully vest upon a Change in Control (as defined in the Plan).

	/s/ Dr. Emer Leahy	05/05/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What did KTTA director Emer Leahy report in this Form 4 filing?

Emer Leahy reported receiving a stock option grant for 152,783 shares of Pasithea Therapeutics common stock. The option is a compensation award under the 2023 Stock Incentive Plan, not an open-market share purchase or sale, and represents a new derivative position.

What are the key terms of Emer Leahy’s KTTA stock option grant?

The stock option covers 152,783 underlying common shares at a $0.841 exercise price per share and expires on April 30, 2036. It was granted as a compensation award under Pasithea Therapeutics’ 2023 Stock Incentive Plan, reflecting direct ownership of the derivative security.

When do Emer Leahy’s KTTA options vest according to the Form 4?

All 152,783 option shares vest in full on the one-year anniversary of the grant date if Leahy remains a director. The filing also states the options fully vest upon a Change in Control, using the definition provided in the company’s 2023 Stock Incentive Plan.

How many KTTA options does Emer Leahy hold after this reported transaction?

Following this transaction, Emer Leahy holds 152,783 stock options directly. This reflects the newly granted award reported in the Form 4 and represents the total derivative position shown after the transaction in the filing’s summary data.

Is Emer Leahy’s KTTA Form 4 transaction a market buy or sell of shares?

No, the Form 4 reports a grant of stock options, not a market buy or sale of common shares. The award is coded as an acquisition (grant/award) under the company’s 2023 Stock Incentive Plan, with a specified exercise price and vesting conditions.