NEXGEL director Steven Mark Glassman buys 4,546 units
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Rhea-AI Filing Summary
NEXGEL, Inc. director Steven Mark Glassman purchased 4,546 units at $5.50 per unit on November 10, 2026, in a private placement. Each unit included one common share and a warrant to buy one common share; no separate consideration was paid for the PIPE Warrant. His directly held common stock position following the transaction was 12,379 shares, including 7,833 shares held directly before the transaction after giving effect to the reverse split. No Rule 10b5-1 plan is reported.
On the same date, Glassman amended his Convertible Promissory Note and Existing Warrant: the note’s conversion price changed from $12.00 to $5.50 per share, and the warrant’s exercise price changed from $16.00 to $13.00 per share. The original securities are treated as disposed of solely for Form 4 reporting and remain outstanding as amended. The amended note converts at the contemplated merger closing or earlier at the holder’s election, subject to the Exchange Cap; its conversion price is subject to reset on the first anniversary and at maturity.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Purchase | Warrant to Purchase Common Stock (the "PIPE Warrant") F1 | 4,546 | $0.00 | $0.00 |
| Disposition | Convertible Promissory Note (before amendment) F3 | 2,084 | -- | -- |
| Grant/Award | Convertible Promissory Note (as amended) F3, F4 | 4,546 | -- | -- |
| Disposition | Warrant to Purchase Common Stock F3 | 1,042 | -- | -- |
| Grant/Award | Existing Warrant (as amended) F3 | 1,042 | -- | -- |
| Purchase | Common Stock F1, F2 | 4,546 | $5.50 | $25K |
Footnotes (4)
- F1. Reflects the Reporting Person's purchase on November 10, 2026 of 4,546 units from the Issuer, each unit consisting of one share of Common Stock and a warrant to purchase one share of Common Stock (the "PIPE Warrant"), at $5.50 per unit, in a private placement under a Securities Purchase Agreement. No separate consideration was paid for the PIPE Warrant. The closing occurred on November 10, 2026. The PIPE Warrant has an original issue date of November 10, 2026, is exercisable for cash at $10.00 per share, and expires on the fifth anniversary of its original issue date.
- F2. Share and underlying-share amounts reflect the 1-for-20 reverse stock split of the Issuer's common stock effective October 12, 2026. The amount beneficially owned following the reported transaction includes 7,833 shares held directly before the transaction, after giving effect to the reverse stock split.
- F3. On November 10, 2026, the Reporting Person entered into a Note Amendment and Conversion Agreement with the Issuer that, among other things, reduced the conversion price of his Convertible Promissory Note from $12.00 to $5.50 per share and the exercise price of his Existing Warrant from $16.00 to $13.00 per share. The amendments are reported as the disposition of the original derivative security and the acquisition of the amended derivative security. The original securities are treated as disposed of solely for purposes of this Form 4 reporting; they were amended and remain outstanding as amended. The transactions were approved in advance by the Issuer's Board of Directors on November 10, 2026 for purposes of Rule 16b-3(d) and (e). Share amounts reflect the 1-for-20 reverse stock split effective October 12, 2026. The original Note and Existing Warrant were issued on April 17, 2026.
- F4. The conversion price is subject to reset on the first anniversary of issuance and at maturity. The Note converts at the Issuer's closing of the contemplated merger or earlier at the holder's election, subject to the Exchange Cap.
Key Figures
Key Terms
PIPE Warrant financial
private placement financial
Convertible Promissory Note financial
Exchange Cap financial
FAQ
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How many NXGL units did director Steven Mark Glassman buy and at what price?
What are the terms of Steven Mark Glassman’s NXGL PIPE Warrant?
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