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[Form 4] SAB Biotherapeutics, Inc. Warrant Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4
Rhea-AI Filing Summary

SAB Biotherapeutics, Inc. reported a Form 4 filing showing that Chief Financial Officer Lucy To was granted options to purchase 1,200,000 shares of common stock at an exercise price of $2.17 per share. The option grant date is 08/26/2025 and the options expire on 08/26/2035. The options vest over four years: 1/4 vests on March 1, 2026 and the remaining 3/4 vest monthly in 36 equal installments. The awards are conditioned on shareholder approval to amend the company’s 2021 Omnibus Equity Incentive Plan to increase available shares. The Form 4 was signed by Lucy To on 08/28/2025 and identifies her role as Chief Financial Officer.

Positive
  • Large equity grant aligns CFO incentives with long-term shareholder value
  • Clear vesting schedule with retention built in (1/4 on March 1, 2026; remainder monthly over 36 months)
  • Long exercise window (expires 08/26/2035) gives time to realize value if performance improves
Negative
  • Award is conditional on shareholder approval to amend the Plan, creating uncertainty about effectiveness
  • Potential dilution from 1,200,000 underlying shares could be material depending on total shares outstanding (not disclosed here)

Insights

TL;DR: A large, long-dated option grant to the CFO aligns compensation with stock performance but could be dilutive without shareholder approval.

The grant of 1,200,000 options at $2.17 with a 10-year term ties executive pay to long-term share performance, which can incentivize value creation. Vesting begins in March 2026 and continues monthly, creating retention incentives. The award is conditional on a plan amendment requiring shareholder approval, which introduces execution risk: if shareholders do not approve, the options may not become effective. For near-term financial impact, material dilution depends on total shares outstanding and whether the plan amendment is approved; that information is not provided in this filing.

TL;DR: The filing discloses a standard equity grant process but highlights governance dependency on shareholder approval.

The disclosure clearly states the award is under the 2021 Omnibus Equity Incentive Plan and conditioned on increasing the plan share reserve. Requiring shareholder approval is a common governance control that preserves shareholder rights to approve potential dilution. Vesting schedule and long exercise window are disclosed, supporting transparency. The filing does not provide details on change-in-control provisions, repricing, or how this grant compares to peer compensation, limiting assessment of overall governance implications.

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*
To Lucy

(Last) (First) (Middle)
777 W 41ST STREET, SUITE 401

(Street)
MIAMI BEACH FL 33140

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
SAB Biotherapeutics, Inc. [ SABS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
See Remarks
3. Date of Earliest Transaction (Month/Day/Year)
08/26/2025
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
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
Stock Option (right to buy) $2.17 08/26/2025 A 1,200,000(1)(2) (3) 08/26/2035 Common Stock 1,200,000 $0 1,200,000 D
Explanation of Responses:
1. Represents options to purchase shares of the Issuer's common stock par value $0.0001 per share ("Common Stock"), pursuant to the Issuer's 2021 Omnibus Equity Incentive Plan, as amended (the "Plan").
2. The awards are subject to the Company's receipt of stockholder approval to amend the Plan, to increase the number of shares of Common Stock available for issuance thereunder.
3. The shares of Common Stock underlying the option vest over a four-year period, vesting 1/4 on March 1, 2026, and the remaining 3/4 vesting pro rata on a monthly basis in 36 equal installments thereafter.
Remarks:
Chief Financial Officer
/s/ Lucy To 08/28/2025
** 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

What did SAB Biotherapeutics disclose in the Form 4 filed by Lucy To?

The Form 4 shows a grant of 1,200,000 options at $2.17 per share dated 08/26/2025, expiring 08/26/2035, with vesting beginning 03/01/2026.

Is the option grant effective immediately for SAB Biotherapeutics?

No. The awards are subject to the company receiving stockholder approval to amend the 2021 Omnibus Equity Incentive Plan to increase available shares.

What is the vesting schedule for the options in the Form 4?

The options vest 1/4 on March 1, 2026, with the remaining 3/4 vesting monthly in 36 equal installments thereafter.

Who filed the Form 4 and what is their role at SAB Biotherapeutics?

The Form 4 was filed and signed by Lucy To, identified in the filing as the company’s Chief Financial Officer.

What is the exercise price and term of the option grant?

The exercise price is $2.17 per share and the options expire on 08/26/2035.
SAB BIOTHERAPEUTICS INC

NASDAQ:SABSW

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9.29M
Biotechnology
Biological Products, (no Disgnostic Substances)
Link
United States
MIAMI BEACH