Lumexa Imaging Holdings, Inc. (LMRI) discloses CMO stock option vesting terms

Rhea-AI Filing Summary

Lumexa Imaging Holdings, Inc. disclosed stock option holdings for its Chief Medical Officer, who is an officer of the company. The filing shows two stock options, each giving the right to buy 194,444 shares of common stock at an exercise price of $18.5 per share, both expiring on 12/10/2035.

One option vests annually in five substantially equal installments starting from a vesting commencement date of August 1, 2025, conditioned on continued service. The other option vests in three substantially equal installments if the share price reaches targets of $27.00, $36.00, and $45.00 per share, based on the volume weighted average closing price over any consecutive 60 trading days after a 180-day lock-up period, also requiring continued service. The filing notes it was submitted late due to delays in receiving EDGAR codes.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Stewart Russell

Role Chief Medical Officer

Type	Security	Shares	Price	Value
holding	Stock Option (right to buy)	--	--	--
holding	Stock Option (right to buy)	--	--	--

Holdings After Transaction: Stock Option (right to buy) — 194,444 shares (Direct)

Footnotes (1)

1. The shares of the Issuer's common stock ("Common Stock") subject to the stock option vest annually in five substantially equal installments from the vesting commencement date of August 1, 2025, subject to the Reporting Person's continued service with the Issuer. The shares of Common Stock subject to the stock option will vest in three substantially equal installments upon the attainment of three prescribed stock price targets of $27.00, $36.00 and $45.00 per share, which targets are measured based on the volume weighted average closing price per share of Common Stock over any consecutive sixty (60) trading day period, with the measurement period commencing on the first business day immediately following the expiration of the 180-day lock-up period, subject to the Reporting Person's continued service with the Issuer.

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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
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hours per response:			0.5

1. Name and Address of Reporting Person^*

Stewart Russell

(Last) (First) (Middle)

4200 SIX FORKS ROAD

SUITE 1000

(Street)

RALEIGH NC 27609

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
12/11/2025

3. Issuer Name and Ticker or Trading Symbol
Lumexa Imaging Holdings, Inc. [ LMRI ]

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

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

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
Stock Option (right to buy)	(1)	12/10/2035	Common Stock	194,444	$18.5	D
Stock Option (right to buy)	(2)	12/10/2035	Common Stock	194,444	$18.5	D

Explanation of Responses:

1. The shares of the Issuer's common stock ("Common Stock") subject to the stock option vest annually in five substantially equal installments from the vesting commencement date of August 1, 2025, subject to the Reporting Person's continued service with the Issuer.

2. The shares of Common Stock subject to the stock option will vest in three substantially equal installments upon the attainment of three prescribed stock price targets of $27.00, $36.00 and $45.00 per share, which targets are measured based on the volume weighted average closing price per share of Common Stock over any consecutive sixty (60) trading day period, with the measurement period commencing on the first business day immediately following the expiration of the 180-day lock-up period, subject to the Reporting Person's continued service with the Issuer.

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney. This Form 3 is being filed late due to unanticipated delays in receiving the Reporting Person's EDGAR codes, which delays we understand were due to the high volume of applications at the time.

	/s/ Julie Szeker, attorney-in-fact	12/15/2025
	** 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 insider holdings did Lumexa Imaging Holdings, Inc. (LMRI) report in this filing?

The filing reports two stock options held by the Chief Medical Officer, each covering 194,444 shares of Lumexa Imaging Holdings, Inc. common stock at an exercise price of $18.5 per share, expiring on 12/10/2035.

What is the role of the reporting person at Lumexa Imaging Holdings, Inc. (LMRI)?

The reporting person is an officer of Lumexa Imaging Holdings, Inc., serving as the company’s Chief Medical Officer.

How do the time-based stock options for LMRI’s Chief Medical Officer vest?

The time-based stock option on common stock vests annually in five substantially equal installments starting from a vesting commencement date of August 1, 2025, subject to the Chief Medical Officer’s continued service with Lumexa Imaging Holdings, Inc.

What are the performance-based vesting conditions for the LMRI stock options?

The performance-based stock option vests in three substantially equal installments upon reaching stock price targets of $27.00, $36.00, and $45.00 per share, measured by the volume weighted average closing price over any consecutive 60 trading days after the 180-day lock-up period, with vesting conditioned on continued service.

Why was this Lumexa Imaging Holdings, Inc. (LMRI) insider filing submitted late?

The remarks state that the filing was made late because of unanticipated delays in receiving the reporting person’s EDGAR codes, which were understood to be due to a high volume of applications at the time.