Quoin director swaps $161K interest for 31K ADSs

Quoin Pharmaceuticals, Ltd. (QNRX) reported that director Anthony James Culverwell acquired 31,352 ADSs on August 27, 2026 through a grant/award acquisition.

Rhea-AI Filing Summary

Quoin Pharmaceuticals, Ltd. (QNRX) reported that director Anthony James Culverwell acquired 31,352 ADSs on August 27, 2026 through a grant/award acquisition. The ADSs were issued under an exchange agreement in which $161,461 of accrued interest outstanding on a note he previously purchased was exchanged for these shares, at a reported value of $5.15 per ADS. Following this transaction, he holds 34,218 ADSs directly. Each ADS represents 35 ordinary shares. The exchange agreement and the debt-for-equity exchange were approved in advance by Quoin’s audit committee and board of directors.

Insider Trade Summary

Grant/Award: 31,352 shares

Grant/Award 1 txn

Insider Culverwell Anthony James

Role Director

Type	Security	Shares	Price	Value
Grant/Award	ADSs F1, F2	31,352	$5.15	$161K

Holdings After Transaction: ADSs — 34,218 shares (Direct)

Footnotes (2)

1. F1. Ordinary Shares are represented by American Depositary Shares ("ADSs"). Each ADS represents thirty-five (35) ordinary shares of the Issuer.
2. F2. On August 27, 2026, the Issuer and the Reporting Person, entered into an exchange agreement, pursuant to which $161,461 of accrued interest outstanding ("Outstanding Debt") owed in connection with a note previously purchased by the Reporting Person was exchanged for 31,352 ADSs. The exchange agreement and the exchange of the Outstanding Debt for the ADSs was approved in advance by the Issuer's audit committee and board of directors.

Key Figures

ADSs acquired: 31,352 ADSs Per-ADS value: $5.15 per ADS Accrued interest exchanged: $161,461 +3 more

6 metrics

ADSs acquired 31,352 ADSs Grant/award acquisition on August 27, 2026

Per-ADS value $5.15 per ADS Value used for the 31,352 ADSs issued in the exchange

Accrued interest exchanged $161,461 Outstanding accrued interest on a note exchanged for 31,352 ADSs

Holdings after transaction 34,218 ADSs Direct ownership of Anthony James Culverwell following the exchange

ADS-to-ordinary-share ratio 1 ADS = 35 ordinary shares Each ADS represents thirty-five ordinary shares of Quoin Pharmaceuticals, Ltd.

Transaction date August 27, 2026 Date of the exchange agreement and ADS issuance

Key Terms

American Depositary Shares, exchange agreement, Outstanding Debt, audit committee, +1 more

5 terms

American Depositary Shares financial

"Ordinary Shares are represented by American Depositary Shares ("ADSs")."

American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.

exchange agreement financial

"entered into an exchange agreement, pursuant to which $161,461 of accrued interest"

A written deal in which two parties agree to swap assets, securities or obligations under set terms—think of it as a formal swap or trade contract. For investors it matters because such agreements can change who owns what, alter a company’s capital structure, affect future cash flows or dilute existing shares, and therefore influence value and risk in a straightforward, contract-driven way.

Outstanding Debt financial

"accrued interest outstanding ("Outstanding Debt") owed in connection with a note"

audit committee regulatory

"was approved in advance by the Issuer's audit committee and board of directors."

A company's audit committee is a small group of board members who act like independent inspectors for the firm's finances, overseeing how financial reports are prepared, monitoring internal controls, and managing the relationship with external auditors. Investors care because a strong audit committee reduces the risk of accounting errors, fraud, or misleading statements, making financial statements more trustworthy and helping protect shareholder value.

board of directors regulatory

"approved in advance by the Issuer's audit committee and board of directors."

The Board of Directors is a group of people chosen by a company's owners to help make big decisions and oversee how the company is run. They act like a team of advisors or managers, making sure the company stays on track and meets its goals. Their choices can influence the company's success and how it grows.

FAQ

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

What insider transaction did QNRX director Anthony James Culverwell report on this Form 4?

Director Anthony James Culverwell reported acquiring 31,352 ADSs of Quoin Pharmaceuticals, Ltd. on August 27, 2026 through a grant/award acquisition linked to an exchange of accrued interest on a previously purchased note for new ADSs.

How many QNRX ADSs does Anthony James Culverwell own after this transaction?

After the transaction, Anthony James Culverwell directly owns 34,218 ADSs of Quoin Pharmaceuticals, Ltd. This figure reflects his holdings following the exchange of accrued interest for 31,352 ADSs on August 27, 2026.

What consideration was exchanged for the 31,352 QNRX ADSs reported in this Form 4?

The 31,352 ADSs were issued in exchange for $161,461 of accrued interest outstanding on a note previously purchased by Anthony James Culverwell. This debt-for-equity exchange was carried out under an exchange agreement dated August 27, 2026.

What is the implied value per QNRX ADS in the reported exchange?

The filing states a transaction value of $5.15 per ADS for the 31,352 ADSs issued in the exchange. Multiplying this per-ADS value by the share count corresponds to the $161,461 of accrued interest that was exchanged.

How do QNRX ADSs relate to the company’s ordinary shares?

Each Quoin Pharmaceuticals, Ltd. ADS represents 35 ordinary shares of the issuer. The 31,352 ADSs issued in this transaction therefore correspond to a significantly larger number of underlying ordinary shares, as defined in the ADS structure.

Was the QNRX debt-for-equity exchange approved by corporate governance bodies?

Yes. The company states that the exchange agreement and the exchange of $161,461 of accrued interest for 31,352 ADSs were approved in advance by Quoin Pharmaceuticals, Ltd.’s audit committee and board of directors.

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

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Available on EDGAR 08/28/2026 - 06:40 PM EDT Accepted by SEC EDGAR 08/28/2026 - 06:39 PM EDT 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^*

Culverwell Anthony James

(Last) (First) (Middle)

C/O QUOIN PHARMACEUTICALS

LTD., 42127 PLEASANT FOREST COURT

(Street)

ASHBURN VIRGINIA 20148

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Quoin Pharmaceuticals, Ltd. [ QNRX ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/27/2026

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
ADSs(1)	08/27/2026		A(2)		31,352	A	$5.15	34,218	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. Ordinary Shares are represented by American Depositary Shares ("ADSs"). Each ADS represents thirty-five (35) ordinary shares of the Issuer.

2. On August 27, 2026, the Issuer and the Reporting Person, entered into an exchange agreement, pursuant to which $161,461 of accrued interest outstanding ("Outstanding Debt") owed in connection with a note previously purchased by the Reporting Person was exchanged for 31,352 ADSs. The exchange agreement and the exchange of the Outstanding Debt for the ADSs was approved in advance by the Issuer's audit committee and board of directors.

	/s/ Anthony James Culverwell	08/28/2026
	** 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)