NEXGEL, INC. (NXGL) grants CEO stock options on 160,000 shares

Q: What insider transaction did NEXGEL (NXGL) report for CEO Adam R. Levy?

NEXGEL reported that CEO Adam R. Levy received a grant of stock options covering 160,000 shares of common stock at an exercise price of $0.647 per share. The options were granted on July 23, 2026 and are held as direct ownership.

Q: What are the vesting terms of Adam R. Levy’s NEXGEL (NXGL) stock options?

The option vests for 40,000 shares on December 31, 2026 , with the remaining 120,000 shares vesting in 36 monthly installments of 3,334 shares starting January 31, 2027 . Each vesting installment requires Levy’s continued employment through the applicable vesting date.

Q: When do Adam R. Levy’s NEXGEL (NXGL) options expire and what is the exercise price?

The stock option to buy 160,000 NEXGEL shares carries an exercise price of $0.647 per share and expires on July 23, 2031 . These terms apply to all underlying shares covered by the grant.

Q: What happens to the NEXGEL (NXGL) CEO’s options if there is a change in control?

If a qualifying Change in Control occurs under Adam R. Levy’s executive employment agreement dated July 23, 2026, any unvested portion of the option will accelerate and become immediately exercisable in full. This protection applies to all remaining unvested shares.

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

NEXGEL, INC. Chief Executive Officer and director Adam R. Levy was granted a stock option to purchase 160,000 shares of common stock at an exercise price of $0.647 per share on July 23, 2026. The option expires on July 23, 2031 and is held as direct ownership. Following this grant, Levy holds options covering 160,000 underlying shares.

The option vests over time: it becomes exercisable for 40,000 shares on December 31, 2026, and the remaining 120,000 shares vest in 36 monthly installments of 3,334 shares (with rounding adjustments) beginning January 31, 2027, in each case contingent on Levy’s continued employment with NEXGEL through the relevant vesting date. Any unvested portion will fully accelerate and become immediately exercisable upon a qualifying Change in Control under Levy’s executive employment agreement dated July 23, 2026.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Levy Adam R.

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Grant/Award	Stock Option (Right to Buy) ^F1	160,000	$0.00	$0.00

Holdings After Transaction: Stock Option (Right to Buy) — 160,000 shares (Direct)

Footnotes (1)

F1. The option becomes exercisable as to 40,000 shares on December 31, 2026, and as to the remaining 120,000 shares in 36 equal monthly installments of 3,334 shares (with rounding adjustments) beginning January 31, 2027, in each case subject to the Reporting Person's continued employment with the Issuer through the applicable vesting date. In the event of a Change in Control (as defined in the Reporting Person's Executive Employment Agreement with the Issuer, dated July 23, 2026), any unvested portion of the option will accelerate and become immediately exercisable in full.

Key Figures

Stock options granted: 160,000 shares Exercise price: $0.647 per share Option expiration date: July 23, 2031 +4 more

7 metrics

Stock options granted 160,000 shares Stock Option (Right to Buy) granted to CEO Adam R. Levy on July 23, 2026

Exercise price $0.647 per share Exercise price for the stock option on NEXGEL common stock

Option expiration date July 23, 2031 Expiration date of the granted stock option

Initial vesting tranche 40,000 shares Portion of the option that vests on December 31, 2026

Remaining vesting amount 120,000 shares Balance vesting in 36 monthly installments beginning January 31, 2027

Monthly vesting installment 3,334 shares Approximate number of shares vesting each month after January 31, 2027

Derivative holdings after transaction 160,000 shares Total underlying shares subject to options held directly after the grant

Key Terms

Stock Option (Right to Buy), Change in Control, Executive Employment Agreement, vesting

4 terms

Stock Option (Right to Buy) financial

"Security title reported as Stock Option (Right to Buy)"

Change in Control regulatory

"In the event of a Change in Control ... any unvested portion"

A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.

Executive Employment Agreement regulatory

"as defined in the Reporting Person's Executive Employment Agreement with the Issuer"

vesting financial

"subject to the Reporting Person's continued employment through the applicable vesting date"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google

Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/29/2026 - 05:26 PM Accepted by SEC EDGAR 07/29/2026 - 05:25 PM

FAQ

What insider transaction did NEXGEL (NXGL) report for CEO Adam R. Levy?

NEXGEL reported that CEO Adam R. Levy received a grant of stock options covering 160,000 shares of common stock at an exercise price of $0.647 per share. The options were granted on July 23, 2026 and are held as direct ownership.

What are the vesting terms of Adam R. Levy’s NEXGEL (NXGL) stock options?

The option vests for 40,000 shares on December 31, 2026, with the remaining 120,000 shares vesting in 36 monthly installments of 3,334 shares starting January 31, 2027. Each vesting installment requires Levy’s continued employment through the applicable vesting date.

When do Adam R. Levy’s NEXGEL (NXGL) options expire and what is the exercise price?

The stock option to buy 160,000 NEXGEL shares carries an exercise price of $0.647 per share and expires on July 23, 2031. These terms apply to all underlying shares covered by the grant.

What happens to the NEXGEL (NXGL) CEO’s options if there is a change in control?

If a qualifying Change in Control occurs under Adam R. Levy’s executive employment agreement dated July 23, 2026, any unvested portion of the option will accelerate and become immediately exercisable in full. This protection applies to all remaining unvested shares.

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).

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^*

Levy Adam R.

(Last)

(First)

(Middle)

C/O NEXGEL, INC. 2150 CABOT BLVD, WEST,

SUITE B

(Street)

LANGHORNE

PENNSYLVANIA

19047

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
NEXGEL, INC. [ NXGL ]

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/23/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (Right to Buy)	$0.647	07/23/2026		A		160,000		⁽¹⁾	07/23/2031	Common Stock	160,000	$0	160,000	D

Explanation of Responses:

1. The option becomes exercisable as to 40,000 shares on December 31, 2026, and as to the remaining 120,000 shares in 36 equal monthly installments of 3,334 shares (with rounding adjustments) beginning January 31, 2027, in each case subject to the Reporting Person's continued employment with the Issuer through the applicable vesting date. In the event of a Change in Control (as defined in the Reporting Person's Executive Employment Agreement with the Issuer, dated July 23, 2026), any unvested portion of the option will accelerate and become immediately exercisable in full.

	/s/ Adam Levy	07/29/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR