[Form 4] NAYA Biosciences, Inc. Insider Trading Activity

Rhea-AI Filing Summary

INVO Fertility, Inc. (IVF) reporting person Trent D. Davis disclosed changes in beneficial ownership. Mr. Davis disposed of 49 shares of Common Stock and acquired a stock option to purchase 45,000 shares with an exercise price of $1.01. The option transaction date is 08/26/2025 and the option expires on 08/26/2035. The option vests in four equal installments beginning on the first day of the calendar quarter following 08/26/2025 and quarterly thereafter until fully vested. Following the reported transactions, the filing shows 45,159 shares beneficially owned.

Positive

• Large long-term option grant (45,000 shares at $1.01) aligns the director with extended shareholder value creation
• Clear vesting schedule: vests quarterly beginning the first calendar quarter after 08/26/2025, providing predictable alignment over time

Negative

• Small disposition of 49 common shares was reported, indicating some insider selling activity
• Potential future dilution if 45,000 options are exercised, increasing outstanding shares

Insights

Securities Analyst

TL;DR: Insider received a long-dated, low-strike option while selling a very small number of shares.

The reported activity shows a 45,000-share stock option with a $1.01 exercise price and a 2035 expiration, indicating long-term equity compensation that vests quarterly over multiple years. Such a grant aligns the reporting person with long-term shareholder value rather than providing immediate liquidity. The disposal of 49 common shares is immaterial in size compared with the option position. For investors, the key facts are the option size, exercise price and extended vesting schedule; these determine potential dilution timing and incentive alignment.

Corporate Governance Expert

TL;DR: Governance signal: director rewarded with long-term option, modest share sale unrelated to control change.

The filing identifies the reporting person as a director. Granting a 10-year option with a 2035 expiration and quarterly vesting suggests a retention and long-term performance incentive typical for board-level compensation. The small sale of 49 shares likely represents routine portfolio management rather than a change in commitment. Materiality is limited: the option could dilute common shares if exercised, but the filing does not indicate accelerated vesting or unusual terms beyond the extended expiration and standard vesting cadence.

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^*

DAVIS TRENT D

(Last) (First) (Middle)

C/O INVO FERTILITY, INC.

5582 BROADCAST COURT

(Street)

SARASOTA FL 34240

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
INVO Fertility, Inc. [ IVF ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/26/2025

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								49	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
Stock Option (right to buy)	$1.01	08/26/2025		A		45,000		(1)	08/26/2035	Common Stock	45,000	$0	45,159	D

Explanation of Responses:

1. The option vests in four equal installments beginning on the first day of the calendar quarter following August 26, 2025 and on the first day of each calendar quarter thereafter until fully vested.

	/s/ Trent Davis	08/28/2025
	** 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 transactions did Trent D. Davis report on Form 4 for INVO Fertility (IVF)?

The filing reports a disposition of 49 common shares and the acquisition of a stock option for 45,000 shares at an exercise price of $1.01, dated 08/26/2025.

What are the terms of the 45,000-share option reported for IVF?

The option has an exercise price of $1.01, an expiration date of 08/26/2035, and vests in four equal installments beginning the first day of the calendar quarter after 08/26/2025 and quarterly thereafter.

How many shares does the reporting person beneficially own after the transactions?

The Form 4 shows the reporting person beneficially owning 45,159 shares following the reported transactions.

Does the filing indicate the reporting person's role at INVO Fertility?

Yes. The filing checks the box identifying the reporting person as a Director.

Are there any unusual terms or accelerated vesting disclosed?

No unusual terms or accelerated vesting are disclosed; the filing specifies standard quarterly vesting beginning after 08/26/2025.