Outlook Therapeutics (OTLK) Director Granted 404,030 Options

Rhea-AI Filing Summary

Outlook Therapeutics, Inc. (OTLK) reported stock option grants to director Faisal G. Sukhtian consisting of 286,734 options at an exercise price of $1.04 (grant date 10/01/2025) and 117,296 options at $1.06 (grant date 10/03/2025), for a total of 404,030 options. The first grant is an annual non-employee director award that fully vests on 10/01/2026 subject to continued service and accelerates upon a Change in Control. The second grant was issued in lieu of $110,000 in cash fees and vests in four equal quarterly installments, fully vesting on 09/30/2026, subject to continued service and Change in Control acceleration.

Positive

• 404,030 options granted to a director indicating alignment with shareholder returns
• Part of fees converted to equity: $110,000 cash substituted with 117,296 options

Negative

• None.

Insights

Corporate Governance Analyst

Director granted 404,030 options with service-based vesting and Change in Control acceleration.

This Form 4 discloses two option grants to director Faisal G. Sukhtian: 286,734 options at $1.04 and 117,296 options at $1.06, totaling 404,030 options.

The 286,734 option grant is the annual non-employee director award vesting on 10/01/2026 with acceleration on a Change in Control. The 117,296 options replace $110,000 of cash fees and vest quarterly, fully on 09/30/2026, also subject to Change in Control acceleration.

Insider Trade Summary

Grant/Award: 404,030 shares

Grant/Award 2 txns

Insider Sukhtian Faisal Ghiath

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Stock Option (Right to Buy)	117,296	$0.00	$0.00
Grant/Award	Stock Option (Right to Buy)	286,734	$0.00	$0.00

Holdings After Transaction: Stock Option (Right to Buy) — 404,030 contracts (Direct)

Footnotes (2)

1. F1. This option grant is an annual stock option grant under the Issuer's Non-Employee Director Compensation Policy and the Issuer's 2024 Equity Incentive Plan (the "2024 Plan") and shall fully vest on October 1, 2026, subject to the Reporting Person providing continuous service to the Issuer on such date. In addition, the shares underlying the options are subject to acceleration upon a Change in Control as defined in the 2024 Plan, subject to the Reporting Person providing continuous service to the Issuer immediately prior to such Change in Control.
2. F2. The options were granted under the 2024 Plan in lieu of $110,000 cash fees payable under the Issuer's Non-Employee Director Compensation Policy and vest in four equal quarterly installments on the last day of each fiscal quarter such that they are vested in full on September 30, 2026, subject to the Reporting Person providing continuous service to the Issuer on such date and subject to acceleration upon a Change in Control as defined in the 2024 Plan, subject to the Reporting Person providing continuous service to the Issuer immediately prior to such Change in Control.

FAQ

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

What options were reported for Outlook Therapeutics (OTLK)?

The Form 4 reports 286,734 options at $1.04 (10/01/2025) and 117,296 options at $1.06 (10/03/2025), totaling 404,030 options.

When do the options vest for the reporting person?

The 286,734 options vest in full on 10/01/2026; the 117,296 options vest in four equal quarterly installments and fully vest on 09/30/2026, all subject to continued service.

Why were 117,296 options granted instead of cash?

The Form 4 states the 117,296 options were granted under the 2024 Plan in lieu of $110,000 cash fees under the Non-Employee Director Compensation Policy.

Do the options have acceleration provisions?

Yes. Both option grants are subject to acceleration upon a Change in Control as defined in the 2024 Plan, conditioned on the reporting person providing continuous service immediately prior to such event.

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

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Accepted by SEC EDGAR 10/03/2025 - 06:52 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^*

Sukhtian Faisal Ghiath

(Last) (First) (Middle)

7TH CIRCLE, ZAHRAN ST.

ZAHRAN PLAZA BLDG,4TH FLR, PO BOX 142909

(Street)

AMMAN M2 11844

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Outlook Therapeutics, Inc. [ OTLK ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025

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

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)	$1.04	10/01/2025		A		286,734		(1)	10/01/2035	Common Stock	286,734	$0	286,734	D
Stock Option (Right to Buy)	$1.06	10/03/2025		A		117,296		(2)	10/03/2035	Common Stock	117,296	$0	117,296	D

Explanation of Responses:

1. This option grant is an annual stock option grant under the Issuer's Non-Employee Director Compensation Policy and the Issuer's 2024 Equity Incentive Plan (the "2024 Plan") and shall fully vest on October 1, 2026, subject to the Reporting Person providing continuous service to the Issuer on such date. In addition, the shares underlying the options are subject to acceleration upon a Change in Control as defined in the 2024 Plan, subject to the Reporting Person providing continuous service to the Issuer immediately prior to such Change in Control.

2. The options were granted under the 2024 Plan in lieu of $110,000 cash fees payable under the Issuer's Non-Employee Director Compensation Policy and vest in four equal quarterly installments on the last day of each fiscal quarter such that they are vested in full on September 30, 2026, subject to the Reporting Person providing continuous service to the Issuer on such date and subject to acceleration upon a Change in Control as defined in the 2024 Plan, subject to the Reporting Person providing continuous service to the Issuer immediately prior to such Change in Control.

	/s/Lawrence A. Kenyon, Attorney-in-Fact	10/03/2025
	** 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.