[Form 4] Ocuphire Pharma, Inc. Common Stock Insider Trading Activity

Rhea-AI Filing Summary

Robert E. Gagnon, Chief Financial Officer and Director of Opus Genetics, Inc., reported two equity grants to himself. The filing shows a grant of 200,000 restricted stock units on September 10, 2025 that vest 25% on September 2, 2026 with the remainder vesting monthly over the next 36 months, subject to continued service. It also shows an employee stock option granted on September 2, 2025 to purchase 250,000 shares at an exercise price of $1.23; the option will vest 25% on September 2, 2026 with the remainder vesting monthly over 36 months and shows an expiration/related date of September 1, 2035. Following these grants, the reporter beneficially owned 200,000 common shares from the RSUs and 250,000 underlying shares from the option, each reported as direct ownership. The form is signed by a power of attorney on behalf of the reporting person on September 11, 2025.

Positive

• Equity grants align interests of the CFO with long-term shareholder value through multi-year vesting
• Clear vesting schedules (25% after one year, then monthly over 36 months) provide retention incentives

Negative

• Potential dilution from the option to purchase 250,000 shares at $1.23 if exercised
• No performance conditions disclosed for the awards beyond continued service, which may limit direct performance alignment

Insights

Corporate Compensation Analyst

TL;DR: Routine executive equity awards align CFO incentives with shareholders while creating potential dilution if exercised.

The awards are standard service-based compensation for a senior executive: a grant of restricted stock units and a stock option with a multi-year monthly vesting schedule after an initial 25% cliff one year after grant. The option strike is set at $1.23; its exercise could create dilution when and if exercised. The vesting schedule ties retention and performance incentives to continued service through late-stage vesting. This filing provides no additional performance conditions or cash compensation context, so assessment is limited to the structure and potential dilutive effect of the grants.

Securities Governance Specialist

TL;DR: Transaction disclosure is complete and follows Section 16 reporting norms; no governance red flags are evident from the filing alone.

The Form 4 documents contemporaneous grant reporting consistent with insider reporting requirements. Ownership is reported as direct and vesting schedules are specified. The signature by an authorized power of attorney is noted. There is no indication of trading around material non-public events in this filing; however, the form does not include company-wide equity plan limits, share authorization details, or aggregated insider holdings beyond this reporter, so governance conclusions are limited to the accuracy and timeliness of this single disclosure.

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^*

Gagnon Robert E.

(Last) (First) (Middle)

C/O OPUS GENETICS, INC.

8 DAVIS DRIVE, SUITE 220

(Street)

DURHAM NC 27713

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Opus Genetics, Inc. [ IRD ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/02/2025

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	09/10/2025		A		200,000(1)	A	$0	200,000	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
Employee Stock Option (right to buy)	$1.23	09/02/2025		A		250,000		(2)	09/01/2035	Common Stock	250,000	$0	250,000	D

Explanation of Responses:

1. Represents a grant of restricted stock units which vest with respect to 25% on September 2, 2026, with the remaining shares vesting in equal monthly installments on the last day of each full month over the next thirty-six (36) months, subject to the Reporting Person's continuing service.

2. The option will vest with respect to 25% on September 2, 2026, with the remaining shares vesting in equal monthly installments on the last day of each full month over the next thirty-six (36) months, subject to the Reporting Person's continuing service.

	/s/ Amy Rabourn, by Power of Attorney	09/11/2025
	** 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

Who filed this Form 4 and what is their role?

The reporting person is Robert E. Gagnon, identified as a Director and Chief Financial Officer of Opus Genetics, Inc.

What securities were granted and on what dates?

A grant of 200,000 restricted stock units was reported on 09/10/2025 and an employee stock option for 250,000 shares was reported on 09/02/2025.

What is the exercise price and expiration detail for the option?

The option has an exercise price of $1.23 and the filing lists an associated date of 09/01/2035 in the option table.

How do the grants vest?

Both awards vest 25% on September 2, 2026 with the remaining 75% vesting in equal monthly installments on the last day of each full month over the next 36 months, subject to continued service.

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

The filing reports 200,000 shares from the RSUs and 250,000 shares underlying the option as beneficially owned following the transactions, each reported as direct ownership.

When was the Form 4 signed?

The Form 4 bears a signature executed by Amy Rabourn by Power of Attorney on 09/11/2025.