Oramed cancels CEO options for 349,497 shares

A separate 368,765-share award vests 40% on grant and the remaining 60% in eight substantially equal quarterly installments over 24 months, subject to continued service.

Rhea-AI Filing Summary

Oramed Pharmaceuticals Inc. President and CEO Nadav Kidron reported that the issuer canceled all of his outstanding stock options on September 24, 2026, in an option exchange program. He received a fully vested restricted stock award of 349,497 shares, valued at $4.75 per share—the closing price on September 22, 2026—and equal to the aggregate Black-Scholes value of the canceled options. The canceled options covered 196,500, 190,000, 49,000, 97,000, 150,000, and 107,000 shares, with exercise prices of $3.16, $4.80, $7.77, $8.14, $10.40, and $13.89, respectively. Separately, the issuer granted him 368,765 restricted shares under its Amended and Restated 2019 Stock Incentive Plan. A separate holding entry lists 126,000 common shares held indirectly by a wholly owned corporation.

Insider Trade Summary

9 transactions reported

Mixed 9 txns

Insider KIDRON NADAV

Role President and CEO

Type	Security	Shares	Price	Value
Disposition	Stock option (right to buy) F1, F3	196,500	--	--
Disposition	Stock option (right to buy) F1, F4	190,000	--	--
Disposition	Stock option (right to buy) F1, F5	49,000	--	--
Disposition	Stock option (right to buy) F1, F6	97,000	--	--
Disposition	Stock option (right to buy) F1, F7	150,000	--	--
Disposition	Stock option (right to buy) F1, F8	107,000	--	--
Grant/Award	Common Stock F1	349,497	--	--
Grant/Award	Common Stock F2	368,765	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Stock option (right to buy) — 0 contracts (Direct); Common Stock — 4,140,505 shares (Direct); Common Stock — 126,000 shares (Indirect, By wholly-owned corporation)

Footnotes (8)

1. F1. On September 24, 2026, the issuer canceled all outstanding stock options held by the reporting person pursuant to an option exchange program approved by the Compensation Committee of the issuer's Board of Directors. In exchange for the canceled options, the reporting person received a restricted stock award of an aggregate of 349,497 shares, which fully vested upon grant, valued at $4.75 per share (the closing price on September 22, 2026), equal to the aggregate Black-Scholes value of the canceled options. The option cancellation and restricted stock grant were each approved in advance by a committee of non-employee directors.
2. F2. On September 24, 2026, the issuer granted to the reporting person a restricted stock award of an aggregate of 368,765 shares pursuant to the issuer's Amended and Restated 2019 Stock Incentive Plan (the "Plan"). The restricted stock vests as to forty percent (40%) on the date of grant and as to the remaining sixty percent (60%) in eight (8) substantially equal quarterly installments over the twenty-four (24) month period following the date of grant, subject to the reporting person's continued service with the issuer. Unvested shares are subject to forfeiture in accordance with the terms of the applicable award agreement and the Plan.
3. F3. The canceled option provided for vesting in 4 equal installments of 49,125 on each of December 31, 2019, December 31, 2020, December 31, 2021 and December 31, 2022.
4. F4. The canceled option provided for vesting in 4 equal installments as follows: 47,500 shall vest on each of December 31, 2020, December 31, 2021, December 31, 2022 and December 31, 2023.
5. F5. The canceled option provided for vesting in 3 equal installments of 49,000 on each of December 31, 2017, December 31, 2018 and December 31, 2019, subject to the issuer's share price reaching $8.00, $9.50 and $12.50 per share, respectively. Only the first share price target was achieved, and accordingly only 49,000 of the options vested.
6. F6. The canceled option provided for vesting in 4 equal installments of 24,250 on each of January 1, 2019, January 1, 2020, January 1, 2021 and January 1, 2022.
7. F7. The canceled option provided for vesting in 4 equal installments as follows: 37,500 shall vest on each of December 31, 2021, December 31, 2022, December 31, 2023 and December 31, 2024.
8. F8. The canceled option provided for vesting in 4 equal installments as follows: 26,750 shall vest on each of January 1, 2023, January 1, 2024, January 1, 2025 and January 1, 2026.

Key Figures

Replacement restricted stock award: 349,497 shares; valued at $4.75 per share Restricted stock award: 368,765 shares Canceled option lot: 196,500 underlying shares; $3.16 exercise price +5 more

8 metrics

Replacement restricted stock award 349,497 shares; valued at $4.75 per share Fully vested upon grant; value equaled the aggregate Black-Scholes value of the canceled options.

Restricted stock award 368,765 shares Granted under the Amended and Restated 2019 Stock Incentive Plan.

Canceled option lot 196,500 underlying shares; $3.16 exercise price Canceled September 24, 2026; expiration September 11, 2029.

Canceled option lot 190,000 underlying shares; $4.80 exercise price Canceled September 24, 2026; expiration January 8, 2030.

Canceled option lot 49,000 underlying shares; $7.77 exercise price Canceled September 24, 2026; expiration June 30, 2027.

Canceled option lot 97,000 underlying shares; $8.14 exercise price Canceled September 24, 2026; expiration January 31, 2028.

Canceled option lot 150,000 underlying shares; $10.40 exercise price Canceled September 24, 2026; expiration February 3, 2031.

Canceled option lot 107,000 underlying shares; $13.89 exercise price Canceled September 24, 2026; expiration January 3, 2032.

Key Terms

option exchange program, Black-Scholes value, restricted stock award, substantially equal quarterly installments, +1 more

5 terms

option exchange program financial

"pursuant to an option exchange program"

Black-Scholes value financial

"aggregate Black-Scholes value of the canceled options"

restricted stock award financial

"received a restricted stock award"

A restricted stock award is company shares given to an employee or executive that cannot be sold or fully owned until certain conditions—like staying with the company for a set time or hitting performance targets—are met. Think of it as a gift that only becomes yours after you fulfill specific obligations; for investors, these awards matter because they can increase the total shares outstanding when they vest, reveal how management is being paid and motivated, and create potential selling pressure when restrictions lift.

substantially equal quarterly installments financial

"in eight substantially equal quarterly installments"

forfeiture financial

"subject to forfeiture"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How does ORMP's 368,765-share restricted stock award vest?

The award vests 40% on the grant date and the remaining 60% in eight substantially equal quarterly installments over the 24-month period following the grant. Vesting is subject to Nadav Kidron's continued service, and unvested shares are subject to forfeiture under the award agreement and Plan.

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

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Available on EDGAR 09/25/2026 - 04:43 PM Accepted by SEC EDGAR 09/25/2026 - 04:31 PM Learn about SEC filing dates

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^*

KIDRON NADAV

(Last) (First) (Middle)

1185 AVENUE OF THE AMERICAS

THIRD FLOOR

(Street)

NEW YORK NEW YORK 10036

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
ORAMED PHARMACEUTICALS INC. [ ORMP ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/24/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/24/2026		A		349,497	A	(1)	3,771,740	D
Common Stock	09/24/2026		A		368,765	A	(2)	4,140,505	D
Common Stock								126,000	I	By wholly-owned corporation

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)	$3.16	09/24/2026		D			196,500	(3)	09/11/2029	Common Stock	196,500	(1)	0	D
Stock option (right to buy)	$4.8	09/24/2026		D			190,000	(4)	01/08/2030	Common Stock	190,000	(1)	0	D
Stock option (right to buy)	$7.77	09/24/2026		D			49,000	(5)	06/30/2027	Common Stock	49,000	(1)	0	D
Stock option (right to buy)	$8.14	09/24/2026		D			97,000	(6)	01/31/2028	Common Stock	97,000	(1)	0	D
Stock option (right to buy)	$10.4	09/24/2026		D			150,000	(7)	02/03/2031	Common Stock	150,000	(1)	0	D
Stock option (right to buy)	$13.89	09/24/2026		D			107,000	(8)	01/03/2032	Common Stock	107,000	(1)	0	D

Explanation of Responses:

1. On September 24, 2026, the issuer canceled all outstanding stock options held by the reporting person pursuant to an option exchange program approved by the Compensation Committee of the issuer's Board of Directors. In exchange for the canceled options, the reporting person received a restricted stock award of an aggregate of 349,497 shares, which fully vested upon grant, valued at $4.75 per share (the closing price on September 22, 2026), equal to the aggregate Black-Scholes value of the canceled options. The option cancellation and restricted stock grant were each approved in advance by a committee of non-employee directors.

2. On September 24, 2026, the issuer granted to the reporting person a restricted stock award of an aggregate of 368,765 shares pursuant to the issuer's Amended and Restated 2019 Stock Incentive Plan (the "Plan"). The restricted stock vests as to forty percent (40%) on the date of grant and as to the remaining sixty percent (60%) in eight (8) substantially equal quarterly installments over the twenty-four (24) month period following the date of grant, subject to the reporting person's continued service with the issuer. Unvested shares are subject to forfeiture in accordance with the terms of the applicable award agreement and the Plan.

3. The canceled option provided for vesting in 4 equal installments of 49,125 on each of December 31, 2019, December 31, 2020, December 31, 2021 and December 31, 2022.

4. The canceled option provided for vesting in 4 equal installments as follows: 47,500 shall vest on each of December 31, 2020, December 31, 2021, December 31, 2022 and December 31, 2023.

5. The canceled option provided for vesting in 3 equal installments of 49,000 on each of December 31, 2017, December 31, 2018 and December 31, 2019, subject to the issuer's share price reaching $8.00, $9.50 and $12.50 per share, respectively. Only the first share price target was achieved, and accordingly only 49,000 of the options vested.

6. The canceled option provided for vesting in 4 equal installments of 24,250 on each of January 1, 2019, January 1, 2020, January 1, 2021 and January 1, 2022.

7. The canceled option provided for vesting in 4 equal installments as follows: 37,500 shall vest on each of December 31, 2021, December 31, 2022, December 31, 2023 and December 31, 2024.

8. The canceled option provided for vesting in 4 equal installments as follows: 26,750 shall vest on each of January 1, 2023, January 1, 2024, January 1, 2025 and January 1, 2026.

	/s/ Nadav Kidron	09/25/2026
	** 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)