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Longeveron (LGVN) CEO Discloses 80,446 Shares and $0.85 Warrant Details

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
3

Rhea-AI Filing Summary

James Nathaniel Powell, Chief Executive Officer and director of Longeveron Inc. (LGVN), filed an Initial Form 3 reporting beneficial ownership after a 09/04/2025 event. He directly holds 80,446 shares of Class A common stock (including RSUs subject to future vesting) and directly holds a warrant for 44,115 Class A shares exercisable 08/11/2025 and expiring 08/11/2027 at an exercise price of $0.85. The Form 3 was signed by an attorney-in-fact on 10/01/2025.

Positive

  • Complete initial disclosure of CEO/director holdings filed on Form 3
  • Specific warrant details provided: 44,115 shares exercisable 08/11/2025, expiring 08/11/2027, at $0.85
  • RSUs explicitly noted as included in the share total, clarifying vesting status

Negative

  • None.

Insights

TL;DR: Routine initial disclosure of CEO holdings; shows alignment with equity incentives but no unusual control changes.

The filing is a standard Section 16 Form 3 that discloses initial reportable holdings for the CEO and director role. Reported holdings combine directly owned shares and RSUs, indicating compensation or retention via equity. The warrant schedule and exercise price are disclosed, providing clarity on potential dilution timing if exercised. No amendments or corrective items are present in the filing.

TL;DR: Disclosure provides clear, actionable details on share count and option-like instruments; materiality to cap table is limited.

The Form 3 quantifies immediate and contingent equity exposure: 80,446 Class A shares and a warrant exercisable for 44,115 shares at $0.85 through 08/11/2027. The inclusion of RSUs subject to vesting is explicitly noted, which affects the timing of beneficial ownership. As an initial ownership filing, it does not indicate sales, purchases, or changes that would affect short-term market dynamics.

SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
Powell James Nathaniel

(Last) (First) (Middle)
1951 NW 7TH AVENUE SUITE 520

(Street)
MIAMI FL 33136

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
09/04/2025
3. Issuer Name and Ticker or Trading Symbol
Longeveron Inc. [ LGVN ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
5. 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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock 80,446(1) D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Warrant (right to buy) 08/11/2025 08/11/2027 Class A Common Stock 44,115 $0.85 D
Explanation of Responses:
1. Includes Restricted Stock Units (RSUs) subject to future vesting.
Remarks:
Exhibit List - Exhibit 24 Power of Attorney
/s/ Paul Lehr, Attorney-in-fact 10/01/2025
** 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 5 (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 the Form 3 for Longeveron (LGVN) report?

The Form 3 reports that CEO and director James Nathaniel Powell directly owns 80,446 Class A shares and a warrant for 44,115 Class A shares exercisable 08/11/2025 at $0.85 expiring 08/11/2027.

Does the reported 80,446 shares include unvested awards?

Yes. The filing states the 80,446 Class A shares include Restricted Stock Units (RSUs) that are subject to future vesting.

When is the warrant exercisable and when does it expire?

The warrant is listed as exercisable 08/11/2025 and expires 08/11/2027 with an exercise price of $0.85.

Who signed the Form 3 for James Powell and when?

The Form 3 was executed by Paul Lehr, Attorney-in-fact and dated 10/01/2025.

Does the Form 3 show any sales or purchases of LGVN stock?

No. This Form 3 is an initial beneficial ownership statement and does not report any sales or purchases.
Longeveron Inc

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