Pasithea Therapeutics (KTTA) director receives 152,783 stock options grant

Rhea-AI Filing Summary

Pasithea Therapeutics Corp. director Simon Dumesnil received a grant of stock options covering 152,783 shares of common stock. The options have an exercise price of $0.841 per share and were awarded as compensation under the company’s 2023 Stock Incentive Plan.

The options vest in full on the one-year anniversary of the grant date if he remains a director, and will fully vest earlier upon a defined Change in Control. Following this grant, Dumesnil holds 152,783 derivative securities representing rights to acquire common shares, with the options scheduled to expire on April 30, 2036.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Dumesnil Simon

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

Options granted: 152,783 options Exercise price: $0.841 per share Underlying shares: 152,783 shares +2 more

5 metrics

Options granted 152,783 options Stock Option (right to buy) grant on May 1, 2026

Exercise price $0.841 per share Conversion or exercise price for the stock options

Underlying shares 152,783 shares Common stock underlying the stock options

Post-grant derivative holdings 152,783 options Total derivative securities following the transaction

Option expiration date April 30, 2036 Expiration date of the stock options

Key Terms

2023 Stock Incentive Plan, Change in Control, stock option, vesting

4 terms

2023 Stock Incentive Plan financial

"The option award was made in accordance with the terms of the Issuer's 2023 Stock Incentive Plan, as amended"

Change in Control financial

"the shares underlying the Option will fully vest upon a Change in Control (as defined in the Plan)"

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.

stock option financial

"The option (the "Option") award was made in accordance with the terms of the Issuer's 2023 Stock Incentive Plan"

A stock option is a contract that gives you the right to buy or sell a company's stock at a specific price within a certain time frame. People use them to potentially make money if the stock's price moves favorably or to protect against losses. It's like holding a coupon that can be used to buy or sell stock at a set price later on.

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 →

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^*

Dumesnil Simon

(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)
			Code	V	Amount	(A) or (D)	Price

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
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/ Simon Dumesnil	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)

FAQ

What did Simon Dumesnil acquire in this Pasithea Therapeutics (KTTA) Form 4?

Simon Dumesnil received a grant of stock options for 152,783 Pasithea Therapeutics shares. These options were awarded as compensation, not bought on the open market, giving him the right to purchase common stock at a fixed exercise price if vesting conditions are met.

What is the exercise price of the Pasithea Therapeutics (KTTA) options granted to Dumesnil?

The options granted to Simon Dumesnil carry an exercise price of $0.841 per share. This means he can buy Pasithea Therapeutics common stock at $0.841 if the options vest and are exercised, regardless of the market price at that time.

When do Simon Dumesnil’s Pasithea Therapeutics (KTTA) options vest?

The options vest in full on the one-year anniversary of the grant date, assuming Dumesnil remains a director. The footnote also states that all underlying shares vest immediately if a Change in Control, as defined in the 2023 Stock Incentive Plan, occurs earlier.

How many Pasithea Therapeutics (KTTA) options does Dumesnil hold after this transaction?

After this grant, Simon Dumesnil holds 152,783 stock options representing rights to acquire Pasithea Therapeutics common shares. This entire position comes from the new award reported in the Form 4, with no additional derivative positions listed in the filing’s summaries.

Are the Pasithea Therapeutics (KTTA) options granted to Dumesnil an open-market purchase?

No, these options are a compensation grant under Pasithea Therapeutics’ 2023 Stock Incentive Plan. The Form 4 shows transaction code A for an award, with a transaction price of $0.000, indicating no cash was paid to acquire the options themselves.