[Form 4] RGC Resources Inc Insider Trading Activity

Rhea-AI Filing Summary

Ligand Pharmaceuticals Inc. has filed a Form 3 as an initial statement of beneficial ownership in Pelthos Therapeutics Inc. (ticker PTHS) dated July 1, 2025. The filing shows Ligand as a 10%+ owner, disclosing ownership of Series A convertible preferred stock that can be converted into 1,800,000 common shares after adjustment for the issuer’s 1-for-10 reverse split executed on the same date. The preferred shares are convertible at the holder’s election with no stated expiration, but are contractually capped so that Ligand’s post-conversion stake cannot exceed 49.9% of PTHS’s outstanding common stock. All reported securities are held directly by Ligand. The form was signed by Octavio Espinoza, CFO of Ligand, on July 2, 2025.

Positive

• Ligand Pharmaceuticals’ disclosure of 1.8 million share-equivalent stake establishes it as a significant (>10%) insider shareholder.
• Conversion terms are flexible and have no expiration, potentially providing long-term alignment between Ligand and Pelthos.

Negative

• None.

Insights

Securities Analyst

TL;DR – Routine ownership disclosure; signals Ligand’s >10% stake but no immediate financial impact.

This Form 3 simply establishes Ligand Pharmaceuticals as an insider of Pelthos Therapeutics with the right to convert Series A preferred into 1.8 million common shares at a $10 conversion price (post-split). The open-ended conversion feature and 49.9% cap provide flexibility without triggering change-of-control. While the presence of a well-capitalized biotech investor may be supportive for Pelthos, the filing itself does not alter fundamentals, cash runway, or valuation metrics. Overall, it is a standard compliance event with limited market impact unless investors interpret Ligand’s position as strategic.

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
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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^*

Miles Christen Brooke

(Last) (First) (Middle)

P. O. BOX 13007

(Street)

ROANOKE VA 24030

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
RGC RESOURCES INC [ RGCO ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP, Human Resources

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2025

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
Common Stock	07/01/2025		P(1)		4.378	A	$22.84	6,719.635	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
Employee Stock Options	$16.62							04/18/2024	10/18/2033	Common Stock	0		5,000	D

Explanation of Responses:

1. Purchases made with optional cash contribution pursuant to the RGC Resources, Inc. Dividend Reinvestment and Stock Purchase Plan.

	/s/ Christen Brooke Miles	07/03/2025
	** 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.

FAQ

Why did Ligand Pharmaceuticals file a Form 3 for Pelthos Therapeutics (PTHS)?

Because Ligand crossed the 10% ownership threshold by holding Series A preferred stock convertible into 1.8 million PTHS common shares.

How many Pelthos shares can Ligand acquire through conversion?

The Series A preferred is convertible into 1,800,000 common shares after the issuer’s 1-for-10 reverse split.

Is there a limit on Ligand’s potential ownership of PTHS common stock?

Yes. A contractual cap prevents Ligand and its attribution parties from owning more than 49.9% of outstanding common stock post-conversion.

Does the preferred stock have an expiration date?

No. The Series A preferred is convertible at any time at the holder’s election and has no expiration date.

When was the Form 3 signed and filed?

The statement was signed on July 2, 2025 and reflects an event date of July 1, 2025.