Petros Pharmaceuticals (PTPI) director reports 4.38M RSU equity grant

Rhea-AI Filing Summary

Petros Pharmaceuticals, Inc. director Joshua Silverman reported a new equity award in the company’s common stock. On 01/02/2026, he received 4,375,000 restricted stock units (RSUs) at a price of $0, reflecting a compensatory grant. Half of these RSUs vested on the grant date, and the remaining half will vest on the six‑month anniversary of the grant, provided he continues providing services to the company.

Each RSU represents the right to receive one share of common stock with a par value of $0.0001 per share. Following this transaction, Silverman beneficially owned 4,415,450 shares of Petros Pharmaceuticals common stock directly. The reported amounts have been adjusted to reflect the company’s 1‑for‑25 reverse stock split of its common stock that became effective at 4:05 p.m. New York time on April 30, 2025.

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^*

Silverman Joshua

(Last) (First) (Middle)

C/O PETROS PHARMACEUTICALS, INC.

1185 AVENUE OF THE AMERICAS, 3RD FLOOR

(Street)

NEW YORK NY 10036

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Petros Pharmaceuticals, Inc. [ PTPI ]

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)
01/02/2026

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	01/02/2026		A		4,375,000(1)	A	$0(1)	4,415,450(2)	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

Explanation of Responses:

1. Represents Restricted Stock Units ("RSUs"). 50% of the RSUs vested on the date of grant and the remaining 50% will vest on the six month anniversary of the date of grant, provided that the Reporting Person is providing services to the Issuer on such vesting date. Each RSU represents the right to receive one share of common stock, par value $0.0001 per share (the "Common Stock"), of the Issuer.

2. Amounts adjusted for the Issuer's 1-for-25 reverse stock split of the Issuer's Common Stock, effective as of 4:05 p.m. (New York time) on April 30, 2025.

	/s/ Joshua Silverman	01/02/2026
	** 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.
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FAQ

What insider transaction did Petros Pharmaceuticals (PTPI) disclose?

Petros Pharmaceuticals disclosed that director Joshua Silverman received a grant of 4,375,000 restricted stock units (RSUs) of common stock on 01/02/2026 at a price of $0.

How do the new RSUs for PTPI’s director vest?

For the 4,375,000 RSUs, 50% vested on the grant date and the remaining 50% will vest on the six‑month anniversary of the grant, if the director continues providing services to Petros Pharmaceuticals.

How many Petros Pharmaceuticals (PTPI) shares does the director own after this transaction?

After the reported RSU grant and associated share issuance, director Joshua Silverman beneficially owned 4,415,450 shares of Petros Pharmaceuticals common stock directly.

What does each RSU granted by Petros Pharmaceuticals (PTPI) represent?

Each restricted stock unit granted to the director represents the right to receive one share of Petros Pharmaceuticals common stock with a par value of $0.0001 per share.

How did Petros Pharmaceuticals’ reverse stock split affect the reported share amounts?

The reported share amounts, including the 4,375,000 RSUs and 4,415,450 shares beneficially owned, were adjusted to reflect Petros Pharmaceuticals’ 1‑for‑25 reverse stock split of its common stock effective on April 30, 2025.

Is the Petros Pharmaceuticals (PTPI) director’s ownership direct or indirect after this transaction?

The filing indicates that the 4,415,450 shares of Petros Pharmaceuticals common stock held after the transaction are owned in direct form by the reporting person.