LGVN Form 4: CMO Retains 226,814 Shares; 11,883 Sold

Rhea-AI Filing Summary

Nataliya Agafonova, Chief Medical Officer of Longeveron Inc. (LGVN), reported a transaction dated 10/01/2025 on Form 4 showing a sale of 11,883 shares of Class A common stock at a price of $0.7424 per share.

After the reported disposition, the filing shows Agafonova beneficially owns 226,814 shares, which the filer states includes restricted stock units (RSUs) subject to future vesting. The filing also explains that 11,883 shares were withheld to satisfy tax obligations arising from the vesting of an RSU award.

Positive

• 226,814 shares remain beneficially owned, indicating continued insider ownership
• The filing discloses that withheld shares were used to satisfy tax obligations on RSU vesting (explicitly stated)

Negative

• Reported disposition of 11,883 shares at $0.7424 reduces insider's immediate stake
• Some holdings are RSUs subject to future vesting, not fully vested, per the filing

Insights

Insider Transactions Specialist

Officer sold 11,883 shares; retains 226,814 shares including RSUs.

The Form 4 discloses a disposition on 10/01/2025 of 11,883 Class A shares at $0.7424 per share under transaction code F, which indicates a sale or disposition by the reporting person.

The filing explicitly states the sale represents shares withheld to satisfy tax obligations from RSU vesting and that the reporting person beneficially owns 226,814 shares post-transaction, with RSUs included that remain subject to future vesting.

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
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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^*

Agafonova Nataliya

(Last) (First) (Middle)

1951 NW 7TH AVENUE, SUITE 520

(Street)

MIAMI FL 33136

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Longeveron Inc. [ LGVN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Medical Officer

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025

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
Class A Common Stock	10/01/2025		F		11,883(1)	D	$0.7424	226,814(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. Shares withheld to satisfy the tax obligations in connection with the vesting of a restricted stock unit (RSU) award.

2. Includes RSUs subject to future vesting.

Remarks:

	/s/ Paul Lehr, attorney-in-fact	10/03/2025
	** 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 Nataliya Agafonova report on Form 4 for LGVN?

The Form 4 reports a sale of 11,883 Class A shares on 10/01/2025 at $0.7424 per share and shows beneficial ownership of 226,814 shares following the transaction.

Why were 11,883 shares disposed according to the filing?

The filing explains those shares were withheld to satisfy tax obligations in connection with the vesting of an RSU award.

How many shares does the reporting officer still beneficially own after the transaction?

The filing shows the reporting person beneficially owns 226,814 shares after the reported transaction.

Does the Form 4 indicate whether all reported shares are vested?

No; the filing explicitly states the total includes RSUs subject to future vesting, so not all shares are vested.

What is the reporting person’s role at Longeveron (LGVN)?

The reporting person is listed as Chief Medical Officer and is filing as an officer.