OTLK Form 4: Director options at $1.04 and $1.06 disclosed

Rhea-AI Filing Summary

Outlook Therapeutics (OTLK) reported a director equity award on Form 4. The reporting person received a stock option for 286,734 shares at an exercise price of $1.04 on 10/01/2025. According to the disclosure, this annual grant under the 2024 Equity Incentive Plan vests in full on 10/01/2026, with potential acceleration upon a Change in Control.

A separate stock option for 58,648 shares at an exercise price of $1.06 was granted on 10/03/2025 in lieu of $55,000 of cash director fees. These options vest in four equal quarterly installments, fully vested by 09/30/2026, and are also subject to acceleration upon a Change in Control under the plan terms.

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

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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^*

Auffarth Gerd

(Last) (First) (Middle)

C/O OUTLOOK THERAPEUTICS, INC.

111 S. WOOD AVE, UNIT #100

(Street)

ISELIN NJ 08830

(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		58,648		(2)	10/03/2035	Common Stock	58,648	$0	58,648	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 $55,000 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.
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FAQ

What did Outlook Therapeutics (OTLK) disclose on this Form 4?

A director received two stock option grants: 286,734 options at $1.04 on 10/01/2025 and 58,648 options at $1.06 on 10/03/2025.

What are the vesting terms for the 286,734-option grant at $1.04?

It is an annual grant that fully vests on 10/01/2026, with potential acceleration upon a Change in Control.

Why was the 58,648-option grant at $1.06 issued?

It was granted in lieu of $55,000 in cash fees under the company’s Non-Employee Director Compensation Policy.

How do the 58,648 options vest?

They vest in four equal quarterly installments, fully vested by 09/30/2026, with potential acceleration upon a Change in Control.

Under which plan were the options granted?

Both grants were issued under the company’s 2024 Equity Incentive Plan.

Is there a condition tied to service for vesting?

Yes. Vesting is conditioned on the director’s continuous service through the respective vesting dates.