Longeveron (LGVN) CMO has shares withheld to cover RSU tax obligations

Rhea-AI Filing Summary

Longeveron Inc. Chief Medical Officer Nataliya Agafonova reported a routine tax-related share disposition. On the vesting of a restricted stock unit award, 13,145 shares of Class A common stock were withheld at $1.12 per share to satisfy tax obligations, rather than sold in the open market.

After this withholding, she directly holds 203,419 shares of Class A common stock, which includes RSUs that are still subject to future vesting. The filing reflects compensation-related share vesting mechanics, not an active decision to buy or sell shares.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Agafonova Nataliya

Role Chief Medical Officer

Type	Security	Shares	Price	Value
Tax Withholding	Class A Common Stock	13,145	$1.12	$15K

Holdings After Transaction: Class A Common Stock — 203,419 shares (Direct)

Footnotes (1)

1. Shares withheld to satisfy tax obligations in connection with the vesting of a restricted stock unit (RSU) award. Includes RSUs subject to future vesting.

Key Figures

Shares withheld for taxes: 13,145 shares Withholding price per share: $1.12 per share Shares held after transaction: 203,419 shares

3 metrics

Shares withheld for taxes 13,145 shares Withheld to satisfy tax obligations on RSU vesting

Withholding price per share $1.12 per share Value used for tax-withholding disposition

Shares held after transaction 203,419 shares Direct Class A common stock holdings after withholding, including RSUs subject to vesting

Key Terms

restricted stock unit (RSU), tax-withholding disposition, Class A Common Stock

3 terms

restricted stock unit (RSU) financial

"vesting of a restricted stock unit (RSU) award"

A restricted stock unit (RSU) is a promise from a company to give an employee company shares (or cash equal to their value) at a future date if certain conditions are met, such as staying with the company or hitting performance targets. For investors, RSUs matter because when they convert into actual shares they increase the number of shares available and can create selling pressure as employees cash out—think of them as a future paycheck paid in company stock.

tax-withholding disposition financial

"transaction_action: tax-withholding disposition"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Class A Common Stock financial

"security_title: Class A Common Stock"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

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^*

Agafonova Nataliya

(Last) (First) (Middle)

1951 NW 7TH AVENUE, SUITE 520

(Street)

MIAMI FLORIDA 33136

(City) (State) (Zip)

UNITED STATES

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026

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
Class A Common Stock	04/01/2026		F		13,145(1)	D	$1.12	203,419(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 tax obligations in connection with the vesting of a restricted stock unit (RSU) award.

2. Includes RSUs subject to future vesting.

Remarks:

	/s/ Paul T. Lehr, Attorney-in-fact	04/03/2026
	** 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 insider transaction did Longeveron (LGVN) report for Nataliya Agafonova?

Longeveron reported that Chief Medical Officer Nataliya Agafonova had 13,145 Class A common shares withheld. The shares were withheld to cover tax obligations triggered by the vesting of a restricted stock unit award, not through an open-market sale.

Was the Longeveron (LGVN) Form 4 transaction an open-market sale of shares?

No, the Form 4 transaction was not an open-market sale. The 13,145 Class A common shares were withheld by the company to satisfy tax obligations upon RSU vesting, a standard compensation-related mechanism rather than a discretionary sale by the insider.

How many Longeveron (LGVN) shares does Nataliya Agafonova hold after this Form 4?

After the tax-withholding transaction, Nataliya Agafonova directly holds 203,419 shares of Longeveron Class A common stock. This figure includes restricted stock units that remain subject to future vesting as part of her equity compensation package.

What does the tax-withholding disposition on Longeveron (LGVN) shares signify?

The tax-withholding disposition signifies that 13,145 Class A shares were retained by Longeveron to pay taxes on vested RSUs. It reflects automatic satisfaction of tax obligations associated with equity compensation, rather than a strategic decision to sell shares on the market.

What role did restricted stock units play in this Longeveron (LGVN) Form 4 filing?

The Form 4 states that the shares were withheld due to vesting of a restricted stock unit award. It also notes that the reported post-transaction holdings include RSUs that are still subject to future vesting as part of ongoing compensation.