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Retension Pharmaceuticals director buys 10,000 shares

Director Franklin M. Berger held 12,517 common shares directly after conversion and reported a 10,000-share indirect purchase through FMB Research.

(Moderate)

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Form Type
4

Rhea-AI Filing Summary

Retension Pharmaceuticals, Inc. (RTSN) director Franklin M. Berger converted 12,517 Series B Convertible Preferred Stock shares into 12,517 common shares on October 13, 2026. The conversion was automatic, one-for-one, immediately before closing of the issuer’s initial public offering and without payment of consideration; his direct preferred holdings afterward were zero. Separately, he reported an indirect purchase through FMB Research of 10,000 common shares at $12 per share, with 10,000 shares held indirectly afterward. No Rule 10b5-1 plan is reported for the purchase.

Insider BERGER FRANKLIN M
Role Director
Bought 10,000 shs ($120K)
Type Security Shares Price Value
Conversion Series B Convertible Preferred Stock F1 12,517 -- --
Conversion Common Stock F1 12,517 -- --
Purchase Common Stock 10,000 $12.00 $120K
Holdings After Transaction: Series B Convertible Preferred Stock — 0 contracts (Direct); Common Stock — 12,517 shares (Direct); Common Stock — 10,000 shares (Indirect, By FMB Research)
Footnotes (1)
  1. F1. Each share of Series B Convertible Preferred Stock (the "Series B Preferred Stock") converted automatically into one share of Common Stock immediately prior to the closing of the Issuer's initial public offering without payment of consideration. The Series B Preferred Stock had no expiration date.
Series B preferred shares converted 12,517 shares Automatic conversion on October 13, 2026
Common shares acquired on conversion 12,517 shares Direct holdings after conversion on October 13, 2026
Series B preferred shares held after conversion 0 shares Direct holdings after conversion on October 13, 2026
Common shares purchased through FMB Research 10,000 shares Indirect purchase on October 13, 2026
Purchase price $12 per share Indirect purchase through FMB Research on October 13, 2026
Common shares held through FMB Research after purchase 10,000 shares Indirect holdings after purchase on October 13, 2026
Series B Convertible Preferred Stock financial
"Each share of Series B Convertible Preferred Stock converted automatically into one share of Common Stock"
Series B convertible preferred stock is a class of shares sold during a later-stage private financing that combines features of a loan and common stock: it usually pays priority dividends or has a priority claim if the company is sold, and it can be converted into common shares under predefined rules. Investors care because these shares affect ownership stakes and payout order—like having a reserved place in line and a ticket that can turn into regular ownership—so they influence potential returns and dilution for other shareholders.
initial public offering financial
"immediately prior to the closing of the Issuer's initial public offering"
An initial public offering (IPO) is when a private company first sells its shares to the public and becomes a stock-listed company. It matters because it allows the company to raise money from a wide range of investors, helping it grow, while giving early shareholders a way to sell some of their ownership.
without payment of consideration financial
"converted automatically into one share of Common Stock without payment of consideration"

FAQ

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

How many RTSN shares were purchased, and at what price?

Franklin M. Berger reported an indirect purchase through FMB Research of 10,000 common shares at $12 per share on October 13, 2026. The reported indirect holdings after the purchase were 10,000 shares. No Rule 10b5-1 plan is reported for the purchase.

What happened to Franklin M. Berger’s RTSN Series B preferred shares?

Director Franklin M. Berger’s 12,517 Series B preferred shares converted automatically, one-for-one, into 12,517 common shares immediately before closing of Retension Pharmaceuticals’ initial public offering, without payment of consideration. His reported direct preferred holdings after conversion were zero.

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

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SEC Form 4
FORM 4UNITED 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*
BERGER FRANKLIN M

(Last)(First)(Middle)
1104 WEST BROAD STREET
SUITE 1029

(Street)
FALLS CHURCH VIRGINIA 22046

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Retension Pharmaceuticals, Inc. [ RTSN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
10/13/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock10/13/2026C12,517A(1)12,517D
Common Stock10/13/2026P10,000A$1210,000IBy FMB Research
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Series B Convertible Preferred Stock(1)10/13/2026C12,517 (1) (1)Common Stock12,517(1)0D
Explanation of Responses:
1. Each share of Series B Convertible Preferred Stock (the "Series B Preferred Stock") converted automatically into one share of Common Stock immediately prior to the closing of the Issuer's initial public offering without payment of consideration. The Series B Preferred Stock had no expiration date.
/s/ Alex Schwartz, Attorney-in-fact10/13/2026
** Signature of Reporting PersonDate
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)

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