LGVN Form 4: Lisa Locklear Acquires 11,766 Shares and 29,415 Warrants

Rhea-AI Filing Summary

Lisa Locklear, identified on the Form 4 as Chief Financial Officer and a director of Longeveron Inc. (LGVN), made a direct purchase on 08/11/2025 of 11,766 shares of Class A common stock. Each purchased share was accompanied by two and one-half Class A common warrants, for a total of 29,415 warrants, and the combined purchase price for each share plus accompanying warrants was $0.85. Following the reported transaction, Ms. Locklear directly beneficially owned 250,964 shares of Class A common stock.

The warrants are shown with an exercise/conversion price of $0.85 and an expiration date of 08/11/2027, and the reported holdings and transactions are recorded as direct ownership on the Form 4.

Positive

• Insider purchase recorded: 11,766 Class A shares acquired directly on 08/11/2025
• Accompanying warrants: 29,415 Class A warrants received (2.5 warrants per share) with exercise price $0.85
• Increased direct ownership to 250,964 Class A common shares following the transaction

Negative

• None.

Insights

Financial Analyst

TL;DR: CFO purchased common stock with bundled warrants at $0.85, raising direct holdings to 250,964 shares; transaction reported on Form 4.

The filing shows a direct purchase code (P) dated 08/11/2025 for 11,766 Class A shares bundled with two and one-half warrants per share (29,415 warrants total). The combined per-share purchase price, which also reflects the warrants, is reported as $0.85. Post-transaction direct common stock ownership is 250,964 shares. These are explicit, verifiable facts from the Form 4; the document does not disclose cash paid beyond the combined price, nor context on proportionality versus total outstanding shares.

Corporate Governance Expert

TL;DR: Reported insider purchase filed under Section 16; ownership updated and warrants disclosed, with no other governance changes reported.

The Form 4 identifies Lisa Locklear as both an officer (Chief Financial Officer) and a director and records the transaction as direct beneficial ownership. The derivative instrument details are explicit: warrants exercisable beginning 08/11/2025, expiring 08/11/2027, with an exercise/conversion price of $0.85. The filing includes the standard Form 4 disclosures; it does not include amendments, sales, or changes to board composition.

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^*

Locklear Lisa

(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 Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/11/2025

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	08/11/2025		P		11,766	A	(1)	250,964	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
Warrant (right to buy)	$0.85	08/11/2025		P		29,415		08/11/2025	08/11/2027	Class A Common Stock	29,415	(1)	29,415	D

Explanation of Responses:

1. The combined purchase price for each share of Class A Common Stock and accompanying two and one-half Class A Common Warrants was $0.85.

Remarks:

	/s/ Paul Lehr, attorney-in-fact	08/13/2025
	** 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 Longeveron insider Lisa Locklear report on Form 4 (LGVN)?

She purchased 11,766 Class A common shares on 08/11/2025 and received 29,415 accompanying warrants; the combined price per share plus warrants was $0.85.

How many warrants did Lisa Locklear receive and what are their terms?

She received 29,415 Class A common warrants (two and one-half per purchased share); exercise/conversion price is $0.85 and the expiration date is 08/11/2027.

What is Lisa Locklear’s beneficial ownership after the transaction?

Following the reported purchase, she directly beneficially owned 250,964 Class A common shares.

Was the transaction reported as direct or indirect ownership on the Form 4?

The Form 4 reports the acquisition and resulting holdings as direct (D) beneficial ownership.

What purchase code is used for this Form 4 transaction?

The transaction is coded as "P" indicating a purchase on the Form 4.