Quoin CEO buys 20,490 ADSs at $4.88 in placement

CEO Michael Myers’ buy raised his QNRX direct ADS holdings to 37,713 and added immediately exercisable warrants at $6.10, expiring five years after issuance.

Rhea-AI Filing Summary

Quoin Pharmaceuticals, Ltd. (QNRX) reports that Chief Executive Officer Michael Myers purchased both ADSs and warrants in a private placement. On 2026-08-31, he acquired 20,490 ADSs at a combined purchase price of $4.88 per ADS plus accompanying ordinary warrants, increasing his direct ADS holdings to 37,713. In the same transaction, he acquired 10,245 Ordinary Warrants, each exercisable for one ADS at an exercise price of $6.10 per ADS, subject to a beneficial ownership cap. The warrants are exercisable immediately and will expire on the earlier of five years from issuance or 30 days after a public announcement that the primary endpoint has been met in clinical trial CL-QRX003-004 for Netherton Syndrome.

Insider Trade Summary

Net Buyer: 30,735 shares

Net Buy 2 txns

Insider Myers Michael

Role Chief Executive Officer

Bought 30,735 shs

Type	Security	Shares	Price	Value
Purchase	Ordinary Warrants (Right to Buy) F2, F3, F4, F1	10,245	--	--
Purchase	ADSs F1, F2	20,490	$4.88	$100K

Holdings After Transaction: Ordinary Warrants (Right to Buy) — 10,245 contracts (Direct); ADSs — 37,713 shares (Direct)

Footnotes (4)

1. F1. Ordinary Shares are represented by American Depositary Shares ("ADSs"). Each ADS represents thirty-five (35) ordinary shares of the Issuer.
2. F2. Purchased in Issuer's private placement of ADSs with 50% warrant coverage. The ADSs and accompanying ordinary warrants ("Warrants") were issued at a combined purchase price of $4.88.
3. F3. The Warrants were exercisable immediately upon issuance, subject to a beneficial ownership cap.
4. F4. The Warrants will expire on the earlier of (i) five (5) years from the date of issuance or (ii) 30 days after the Issuer's public announcement that the primary endpoint has been met in the clinical trial CL-QRX003-004 for the treatment of Netherton Syndrome.

Key Figures

ADSs purchased: 20,490 ADSs ADS purchase price: $4.88 per ADS (combined with warrants) ADS holdings after transaction: 37,713 ADSs +5 more

8 metrics

ADSs purchased 20,490 ADSs Purchased in issuer's private placement on 2026-08-31

ADS purchase price $4.88 per ADS (combined with warrants) Combined purchase price for ADSs and accompanying ordinary warrants in private placement

ADS holdings after transaction 37,713 ADSs Direct ADS ownership following the 2026-08-31 purchase

Ordinary Warrants purchased 10,245 warrants Ordinary Warrants (right to buy ADSs) acquired on 2026-08-31

Warrant exercise price $6.10 per ADS Conversion or exercise price for the Ordinary Warrants

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

Warrant maximum term 5 years Warrants expire five years from issuance if not earlier terminated

Alternative warrant expiry trigger 30 days Expires 30 days after public announcement that trial CL-QRX003-004 met its primary endpoint

Key Terms

American Depositary Shares, beneficial ownership cap, private placement, primary endpoint, +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.

beneficial ownership cap financial

"The Warrants were exercisable immediately upon issuance, subject to a beneficial ownership cap."

A beneficial ownership cap is a rule that limits how much of a company a single investor or related group can effectively control, even if legal ownership could be higher. Think of it as a speed limit for ownership that prevents any one party from accumulating a controlling stake; it matters to investors because it affects takeover risk, voting power, dilution, and potential returns by shaping who can influence corporate decisions.

private placement financial

"Purchased in Issuer's private placement of ADSs with 50% warrant coverage."

A private placement is a sale of securities directly to a selected group of investors, typically institutions or accredited investors, instead of through a public offering. It lets a company raise money faster and with fewer regulatory steps; for existing shareholders it matters because the newly issued shares, often sold at a discount, increase the share count and can dilute their ownership.

primary endpoint medical

"after the Issuer's public announcement that the primary endpoint has been met"

The primary endpoint is the single main result a clinical study is designed to measure to decide if a treatment works, like the finish line in a race that tells you who won. Investors care because meeting or missing this goal drives regulatory decisions, future sales expectations and stock value — it turns trial data into a clear yes-or-no signal about a drug’s commercial prospects.

clinical trial CL-QRX003-004 medical

"clinical trial CL-QRX003-004 for the treatment of Netherton Syndrome."

FAQ

What insider transactions did QNRX report for CEO Michael Myers on this Form 4?

Michael Myers reported two purchases on 2026-08-31: 20,490 ADSs in a private placement and 10,245 Ordinary Warrants to buy ADSs, all held as direct ownership.

How many QNRX ADSs did Michael Myers buy and at what price?

He bought 20,490 ADSs in a private placement at a combined purchase price of $4.88 per ADS together with accompanying ordinary warrants. Following the transaction, he directly owned 37,713 ADSs.

What are the key terms of the QNRX warrants Michael Myers acquired?

He acquired 10,245 Ordinary Warrants, each exercisable for one ADS at an exercise price of $6.10 per ADS. The warrants are exercisable immediately, subject to a beneficial ownership cap, and have a variable expiration based on time or clinical results.

How do QNRX ADSs relate to ordinary shares in this Form 4?

Each QNRX American Depositary Share (ADS) represents 35 ordinary shares of Quoin Pharmaceuticals, Ltd. Ordinary shares are represented in the U.S. market by ADSs on this basis.

When do the QNRX warrants held by Michael Myers expire?

The warrants expire on the earlier of five years from the issuance date or 30 days after Quoin publicly announces that the primary endpoint has been met in clinical trial CL-QRX003-004 for Netherton Syndrome.

What is the beneficial ownership cap mentioned in the QNRX warrant disclosure?

The filing states the warrants are exercisable immediately subject to a beneficial ownership cap, which limits how much beneficial ownership can result from exercise. The specific percentage of the cap is not stated in this disclosure.

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

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Available on EDGAR 09/01/2026 - 09:40 PM Accepted by SEC EDGAR 09/01/2026 - 09:39 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^*

Myers Michael

(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
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/31/2026

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)	08/31/2026		P(2)		20,490	A	$4.88	37,713	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
Ordinary Warrants (Right to Buy)	$6.1	08/31/2026		P(2)		10,245		08/31/2026(3)	(4)	ADS(1)	10,245	(2)	10,245	D

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. Purchased in Issuer's private placement of ADSs with 50% warrant coverage. The ADSs and accompanying ordinary warrants ("Warrants") were issued at a combined purchase price of $4.88.

3. The Warrants were exercisable immediately upon issuance, subject to a beneficial ownership cap.

4. The Warrants will expire on the earlier of (i) five (5) years from the date of issuance or (ii) 30 days after the Issuer's public announcement that the primary endpoint has been met in the clinical trial CL-QRX003-004 for the treatment of Netherton Syndrome.

	/s/ Michael Myers	09/01/2026
	** 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)