Rani Therapeutics Holdings, Inc. (RANI) awards 247,200 stock options to director

Rhea-AI Filing Summary

Rani Therapeutics Holdings, Inc. director Michelle Gilson received a grant of 247,200 Director Stock Options on 2026-08-03, each for one share of Class A Common Stock at an exercise price of 0.8013 per share, expiring on 2036-08-02.

The options vest over three years: 1/3 on the first anniversary of the grant date and 1/36 monthly thereafter, subject to Continuous Service under the company’s 2021 Equity Incentive Plan, or in full upon a Change in Control. Following this award, Gilson holds 247,200 options directly.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Gilson Michelle

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Director Stock Option (Right to Buy) F1	247,200	$0.00	$0.00

Holdings After Transaction: Director Stock Option (Right to Buy) — 247,200 shares (Direct)

Footnotes (1)

1. F1. The shares subject to the option will vest and become exercisable over a three-year period, with 1/3rd of shares vesting on the first anniversary of the grant date and 1/36th of the shares vesting in equal monthly installments thereafter, such that the option is fully vested on the third anniversary of the date of grant, subject to the Reporting Person's Continuous Service (as defined in the Company's 2021 Equity Incentive Plan (the "2021 Plan")) through such vesting date, and will vest in full upon a Change in Control (as defined in the 2021 Plan), subject to the Reporting Person's Continuous Service through such date.

Key Figures

Options granted: 247,200 shares Exercise price: 0.8013 per share Expiration date: 2036-08-02 +2 more

5 metrics

Options granted 247,200 shares Director stock option grant on 2026-08-03

Exercise price 0.8013 per share Conversion or exercise price of the options

Expiration date 2036-08-02 Option expiration for the director stock option grant

Underlying shares 247,200 shares Class A Common Stock underlying the options

Post-grant derivative holdings 247,200 options Total derivative securities owned following the transaction

Key Terms

Director Stock Option (Right to Buy), Continuous Service, Change in Control, 2021 Equity Incentive Plan

4 terms

Director Stock Option (Right to Buy) financial

"Security title is "Director Stock Option (Right to Buy)" for this grant"

Continuous Service financial

"Subject to the Reporting Person's Continuous Service under the 2021 Equity Incentive Plan"

Change in Control financial

"Options will vest in full upon a Change in Control as defined in the 2021 Plan"

A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.

2021 Equity Incentive Plan financial

"Defined in the Company's 2021 Equity Incentive Plan referenced in the footnote"

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/04/2026 - 08:52 PM Accepted by SEC EDGAR 08/04/2026 - 08:51 PM Learn about SEC filing dates

FAQ

What stock option grant did Rani Therapeutics (RANI) report for director Michelle Gilson?

Rani Therapeutics reported that director Michelle Gilson received 247,200 Director Stock Options on 2026-08-03. Each option relates to one share of Class A Common Stock with an exercise price of 0.8013 per share and an expiration date of 2036-08-02.

How do Michelle Gilson’s new Rani Therapeutics (RANI) options vest over time?

The 247,200 options vest over a three-year period. One-third vests on the first anniversary of the grant date, and 1/36 of the total vests in equal monthly installments thereafter, subject to Gilson’s Continuous Service under the 2021 Equity Incentive Plan.

What are the key terms of the exercise price and expiry for RANI’s director option grant?

Each option granted to director Michelle Gilson has an exercise price of 0.8013 per share and an expiration date of 2036-08-02. The options are for shares of Class A Common Stock, providing a long-dated equity incentive linked to the company’s performance.

Under what conditions do Michelle Gilson’s Rani Therapeutics (RANI) options fully vest early?

The options will vest in full upon a Change in Control, as defined in the company’s 2021 Equity Incentive Plan. This accelerated vesting requires Gilson’s Continuous Service through the Change in Control date, aligning director incentives with potential corporate control events.

How many Rani Therapeutics (RANI) options does Michelle Gilson hold after this grant?

Following the reported grant, Michelle Gilson holds 247,200 derivative securities in the form of director stock options. These options are held directly and correspond to the same number of underlying shares of Class A Common Stock, subject to the vesting conditions disclosed.

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^*

Gilson Michelle

(Last) (First) (Middle)

C/O RANI THERAPEUTICS LLC

2051 RINGWOOD AVE.

(Street)

SAN JOSE CALIFORNIA 95131

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Rani Therapeutics Holdings, Inc. [ RANI ]

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)
08/03/2026

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

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
Director Stock Option (Right to Buy)	$0.8013	08/03/2026		A		247,200		(1)	08/02/2036	Class A Common Stock	247,200	$0	247,200	D

Explanation of Responses:

1. The shares subject to the option will vest and become exercisable over a three-year period, with 1/3rd of shares vesting on the first anniversary of the grant date and 1/36th of the shares vesting in equal monthly installments thereafter, such that the option is fully vested on the third anniversary of the date of grant, subject to the Reporting Person's Continuous Service (as defined in the Company's 2021 Equity Incentive Plan (the "2021 Plan")) through such vesting date, and will vest in full upon a Change in Control (as defined in the 2021 Plan), subject to the Reporting Person's Continuous Service through such date.

	/s/ Carlos Perez, Attorney-in-Fact	08/04/2026
	** 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)