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[Form 4] Monopar Therapeutics Insider Trading Activity

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4
Rhea-AI Filing Summary

Monopar Therapeutics (MNPR) director and CEO Dr. Robinson Chandler reported insider transactions on Form 4 showing restricted stock unit vesting and resulting share movements on 09/30/2025. He received 8,726 shares upon vesting and settlement of RSUs and had 2,646 shares withheld to satisfy withholding taxes, leaving 82,198 shares reported as directly owned after the transactions. The filing also discloses 272,026 shares held by Tactic Pharma LLC, over which Dr. Robinson may be deemed to share voting and dispositive power; he expressly disclaims beneficial ownership of those shares except to the extent of his pecuniary interest. Transactions are tied to multiple RSU grants made in 2022, 2023 and 2025 with scheduled vesting through December 31, 2028.

Positive
  • 8,726 shares acquired on vesting and settlement of restricted stock units on 09/30/2025
  • 2,646 shares withheld to satisfy withholding tax, indicating standard tax-withholding on equity compensation
  • Disclosure of RSU grant schedules from 2022, 2023, and 2025 with clear vesting timelines through 12/31/2028
Negative
  • Reporting person may be deemed to share voting and dispositive power over 272,026 shares held by Tactic Pharma LLC, though he disclaims beneficial ownership except for pecuniary interest
  • RSU settlements and ongoing vesting schedules imply continued equity issuance/dilution through 12/31/2028

Insights

TL;DR: Insider vesting and significant indirect holdings change voting landscape.

The Form 4 documents vested restricted stock units that increased Dr. Robinson's direct share count to 82,198 and discloses 272,026 shares held by Tactic Pharma LLC over which he may share control. This dual disclosure matters for shareholder voting and control calculations because it separates direct ownership from potential shared control via an entity. The filing also includes an explicit disclaimer limiting his claimed beneficial ownership of the LLC's shares to his pecuniary interest.

TL;DR: Multiple RSU grants are vesting on schedule, producing immediate share issuance and tax-withholding.

The report lists the settlement of RSUs (including grants from 2022, 2023, and 2025) resulting in 8,726 vested shares delivered and 2,646 shares withheld for taxes on 09/30/2025. The filing documents the vesting schedules tied to those grants, with remaining RSUs scheduled to vest through December 31, 2028, showing ongoing equity dilution from compensation tied to these grants.

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).
1. Name and Address of Reporting Person*
Robinson Chandler

(Last) (First) (Middle)
1000 SKOKIE BLVD SUITE 350

(Street)
WILMETTE IL 60091

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Monopar Therapeutics [ MNPR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
09/30/2025
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
Common Stock 09/30/2025 M 8,726 A (1) 82,198 D
Common Stock 09/30/2025 F 2,646(2) D $81.67 79,552 D
Common Stock 272,026 I See Footnote(3)
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
Restricted Stock Units (1) 09/30/2025 M 8,726 (4)(5)(6) (4)(5)(6) Common Stock 8,726 $0 72,599 D
Explanation of Responses:
1. Represents shares acquired on vesting and settlement of restricted stock units.
2. Represents shares withheld by the issuer to pay for the applicable withholding tax due upon vesting of restricted stock units.
3. As a manager of Tactic Pharma LLC, Dr. Robinson may be deemed to share voting and dispositive power over these 272,026 shares. Dr. Robinson disclaims beneficial ownership of the 272,026 shares held by Tactic Pharma LLC, except to the extent of his pecuniary interest therein.
4. On February 2, 2022, the reporting person was granted 31,905 restricted stock units, vesting 6/48ths (3,988 shares) on June 30, 2022, and 3/48ths (1,994 shares) every 3 months thereafter until the RSU is fully vested on December 31, 2025. Each restricted stock unit represents a contingent right to receive one share of common stock of the Issuer. Disposed of restricted stock units were surrendered in exchange for issuance of common stock upon vesting and settlement.
5. On February 1, 2023, the reporting person was granted 33,803 restricted stock units, vesting 6/48ths (4,225 shares) on June 30, 2023, and 3/48ths (2,113 shares) every 3 months thereafter until the RSU is fully vested on December 31, 2026. Each restricted stock unit represents a contingent right to receive one share of common stock of the Issuer. Disposed of restricted stock units were surrendered in exchange for issuance of common stock upon vesting and settlement.
6. On March 4, 2025, the reporting person was granted 79,899 restricted stock units of which 6,002 shares vested immediately as of the grant date. The remaining 73,897 restricted stock units vest 6/48ths (9,237 shares) on June 30, 2025, and 3/48ths (4,619 shares) every 3 months thereafter until the RSU is fully vested on December 31, 2028. Each restricted stock unit represents a contingent right to receive one share of common stock of the Issuer. Disposed of restricted stock units were surrendered in exchange for issuance of common stock upon vesting and settlement.
/s/ Quan Vu, Attorney-in-fact 10/02/2025
** 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 insider transactions did MNPR CEO Dr. Robinson report on the Form 4?

The Form 4 reports that on 09/30/2025 Dr. Robinson received 8,726 shares from vested RSUs and had 2,646 shares withheld to pay withholding taxes.

How many shares does Dr. Robinson directly own after the reported transactions?

Following the transactions reported on the Form 4, Dr. Robinson is shown as directly owning 82,198 shares of Monopar Therapeutics common stock.

What is the nature of the 272,026 shares held by Tactic Pharma LLC?

The filing states Dr. Robinson, as a manager of Tactic Pharma LLC, may be deemed to share voting and dispositive power over those 272,026 shares, but he disclaims beneficial ownership except to the extent of his pecuniary interest.

Which RSU grants are referenced in the Form 4 and when do they vest?

The Form 4 references RSU grants dated 02/02/2022, 02/01/2023, and 03/04/2025 with vesting schedules continuing through 12/31/2028.

Were any shares sold or exercised in these transactions?

No sales or option exercises are reported; the transactions reflect RSU vesting and settlement and shares withheld for tax.
Monopar Therapeutics Inc

NASDAQ:MNPR

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538.62M
5.09M
34.25%
51.83%
2.21%
Biotechnology
Pharmaceutical Preparations
Link
United States
WILMETTE