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NeuroSense (NRSN) director details options and restricted share vesting

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
3

Rhea-AI Filing Summary

NeuroSense Therapeutics Ltd. director Claiborne Cary J filed an initial ownership report, detailing existing equity positions rather than new trades. The filing lists options to purchase 72,000 Ordinary Shares at an exercise price of $1.43 per share, expiring on March 10, 2032, which are fully vested and exercisable. It also discloses multiple blocks of Ordinary Shares held directly, including restricted shares that vest on December 30, 2026 and January 30, 2027, with potential accelerated vesting if specified business milestones are achieved.

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SEC Form 3
FORM 3UNITED 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
Estimated average burden
hours per response:0.5
1. Name and Address of Reporting Person*
Claiborne Cary J

(Last)(First)(Middle)
C/O NEUROSENSE THERAPEUTICS LTD.
11 HAMENOFIM STREET, BUILDING B

(Street)
HERZLIYA4672562

(City)(State)(Zip)

UNITED STATES

(Country)
2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026
3. Issuer Name and Ticker or Trading Symbol
NeuroSense Therapeutics Ltd. [ NRSN ]
3a. Foreign Trading Symbol
5. If Amendment, Date of Original Filed (Month/Day/Year)
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
Ordinary Shares48,000D
Ordinary Shares(1)60,000(1)D
Ordinary Shares(2)99,898(2)D
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 ExercisableExpiration DateTitleAmount or Number of Shares
Options to Purchase Ordinary Shares(3)03/10/202303/10/2032Ordinary Shares72,000(3)$1.43D
Explanation of Responses:
1. These restricted shares vest on December 30, 2026, subject to the Reporting Person's continued service to the Issuer as of such vesting date, provided that, the vesting of these restricted shares will accelerate, and the shares will become fully vested and exercisable, upon and subject to the achievement of a certain business milestone as set forth in the restricted share agreement between the Issuer and the Reporting Person.
2. These restricted shares vest on January 30, 2027, subject to the Reporting Person's continued service to the Issuer as of such vesting date, provided that, the vesting of these restricted shares will accelerate, and the shares will become fully vested and exercisable, upon and subject to the achievement of a certain business milestone as set forth in the restricted share agreement between the Issuer and the Reporting Person.
3. These options are fully vested and exercisable.
/s/ Cary Claiborne03/18/2026
** Signature of Reporting PersonDate
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.
* Form 3: SEC 1473 (03-26)

FAQ

What does the NeuroSense (NRSN) Form 3 filing by Claiborne Cary J show?

The Form 3 shows Claiborne Cary J’s initial ownership in NeuroSense, including options on 72,000 Ordinary Shares at $1.43 and several direct Ordinary Share holdings, some of which are restricted and subject to future vesting conditions and business milestones.

How many NeuroSense (NRSN) options does Claiborne Cary J report holding?

Claiborne Cary J reports options to purchase 72,000 NeuroSense Ordinary Shares. These options carry an exercise price of $1.43 per share and expire on March 10, 2032, and the footnotes state that the options are fully vested and exercisable.

Are there restricted NeuroSense (NRSN) shares in this Form 3 filing?

Yes. The filing notes restricted Ordinary Shares that vest on December 30, 2026 and January 30, 2027. Vesting requires continued service and may accelerate if certain business milestones defined in the restricted share agreements are achieved.

Does the NeuroSense (NRSN) Form 3 indicate any recent insider buying or selling?

No recent buying or selling is indicated. The entries are categorized as holdings, with no reported transaction codes for purchases or sales, so the filing primarily records Claiborne Cary J’s existing equity and option positions as a director.

When do Claiborne Cary J’s NeuroSense (NRSN) options expire and are they vested?

The options reported in the Form 3 expire on March 10, 2032. According to the footnotes, these options are fully vested and exercisable, meaning the director can convert them into Ordinary Shares at the stated exercise price of $1.43.

What conditions affect vesting of restricted NeuroSense (NRSN) shares reported by Claiborne Cary J?

Restricted shares require Claiborne Cary J to remain in service through vesting dates in 2026 and 2027. Vesting may accelerate, and shares become fully vested and exercisable, if specific business milestones in the restricted share agreements are achieved.
Neurosense Therapeutics Ltd

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