Niagen CEO acquires 1,106 shares via ESPP
Niagen Bioscience, Inc. director and Chief Executive Officer Robert N. Fried acquired additional common shares through the company’s Employee Stock Purchase Plan.
Rhea-AI Filing Summary
Niagen Bioscience, Inc. director and Chief Executive Officer Robert N. Fried acquired additional common shares through the company’s Employee Stock Purchase Plan. On June 30, 2026, he received 1,106 shares at $2.71 per share in a transaction classified as a grant or award acquisition exempt under Rule 16b-3(c) and 16b-3(d).
Following this acquisition, Fried directly holds 1,060,087 shares of Niagen Bioscience common stock. The filing also lists various indirect holdings held by trusts and family members, including shares held in irrevocable trusts for Benjamin and Jeremy Fried and in the Fried-Travis Revocable Trust, with the reporting person disclaiming beneficial ownership of these securities.
Positive
- None.
Negative
- None.
Insider Trade Summary
Grant/Award: 1,106 shares
Grant/Award
5 txns
Insider
Fried Robert N
Role
Chief Executive Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Common Stock | 1,106 | $2.71 | $3K |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Common Stock — 1,060,087 shares (Direct);
Common Stock — 95,001 shares (Indirect, By Fried-Travis Revocable Trust U/A Dated 06/02/1999);
Common Stock — 250,000 shares (Indirect, By US Trust Co. of Delaware Trustee of The Jeremy W Fried 2020 Irrevocable Trust dated 02/26/2020);
Common Stock — 250,000 shares (Indirect, By US Trust Co. of Delaware Trustee of The Benjamin A Fried 2020 Irrevocable Trust dated 02/26/2020);
Common Stock — 12,746 shares (Indirect, See Footnote)
Footnotes (3)
- F1. Shares acquired pursuant to the Issuer's Employee Stock Purchase Plan. The acquisition is exempt under Rule 16b-3(c) and 16b-3(d).
- F2. The Reporting Person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
- F3. 6,745 shares of Common Stock held by Jeremy Fried and 6,001 shares of Common Stock held by Benjamin Fried, who are sons of Robert Fried.
Key Figures
ESPP shares acquired: 1,106 shares
Acquisition price: $2.71 per share
Direct holdings after transaction: 1,060,087 shares
+3 more
6 metrics
ESPP shares acquired
1,106 shares
Common Stock acquired on June 30, 2026 via Employee Stock Purchase Plan
Acquisition price
$2.71 per share
Price for ESPP acquisition on June 30, 2026
Direct holdings after transaction
1,060,087 shares
Total direct common stock owned by Robert N. Fried following ESPP acquisition
Indirect holdings – Fried-Travis Revocable Trust
95,001 shares
Common Stock held indirectly by Fried-Travis Revocable Trust as of June 30, 2026
Indirect holdings – Benjamin A. Fried 2020 Trust
250,000 shares
Common Stock held by US Trust Co. of Delaware as trustee for Benjamin A. Fried trust
Indirect holdings – Jeremy W. Fried 2020 Trust
250,000 shares
Common Stock held by US Trust Co. of Delaware as trustee for Jeremy W. Fried trust
Key Terms
Employee Stock Purchase Plan, Rule 16b-3(c), Rule 16b-3(d), beneficial ownership, +1 more
5 terms
Employee Stock Purchase Plan financial
"Shares acquired pursuant to the Issuer's Employee Stock Purchase Plan."
An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.
Rule 16b-3(c) regulatory
"The acquisition is exempt under Rule 16b-3(c) and 16b-3(d)."
An SEC rule that lets corporate insiders avoid automatic "short‑swing" profit recovery when they buy or sell their company’s stock under a pre‑approved, written plan that meets specific conditions. For investors, it matters because it clarifies when insider trades are treated as routine, reducing legal uncertainty and helping distinguish trades made for ordinary compensation or pre‑planned reasons from those that might signal opportunistic or timely insider advantage.
Rule 16b-3(d) regulatory
"The acquisition is exempt under Rule 16b-3(c) and 16b-3(d)."
Rule 16b-3(d) is a narrow SEC safe-harbor that shields company insiders (officers, directors and large shareholders) from liability for short‑swing profits when their buys or sells of company stock are made under a pre-established, written plan or contract that removes the insider’s ability to time trades. For investors, this matters because it permits predictable, automated insider transactions — like scheduled sales for diversification or payroll withholding — without triggering forced disgorgement, so such planned trades are treated differently from opportunistic insider trading.
beneficial ownership financial
"The Reporting Person disclaims beneficial ownership of these securities, and this report"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
Section 16 regulatory
"beneficial owner of the securities for purposes of Section 16 or for any other purpose."
Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.
FAQ
What did Niagen Bioscience (NAGE) CEO Robert N. Fried report in this Form 4?
Robert N. Fried reported acquiring 1,106 shares of Niagen Bioscience common stock through the company’s Employee Stock Purchase Plan at $2.71 per share, a compensation-related transaction exempt under Rule 16b-3 rather than an open-market trade.
What type of transaction is reported for Niagen Bioscience (NAGE) in this Form 4?
The Form 4 shows a grant/award acquisition of 1,106 common shares at $2.71 per share under Niagen Bioscience’s Employee Stock Purchase Plan, categorized as an acquisition exempt from short-swing profit rules under Rule 16b-3(c) and 16b-3(d).
Are the Niagen Bioscience (NAGE) indirect holdings attributed personally to Robert N. Fried?
The filing lists indirect holdings in trusts and by family members, but states that the reporting person disclaims beneficial ownership of these securities. This means those shares are attributed to the respective trusts or relatives rather than being treated as his personal beneficial ownership.
Was the Niagen Bioscience (NAGE) CEO’s acquisition an open-market purchase?
No. The 1,106-share acquisition at $2.71 per share occurred through Niagen Bioscience’s Employee Stock Purchase Plan and is identified as a grant, award, or other acquisition exempt under Rule 16b-3, not an open-market purchase.
AI-generated analysis. How Rhea-AI works. Not financial advice.
