SCLX Form 4: 20,000-share option grant to director, 10-year term

Rhea-AI Filing Summary

Reporting person: Followwill Dorman, a director of Scilex Holding Co (SCLX), received a nonstatutory stock option grant. The option gives the right to buy 20,000 shares of common stock at an exercise price of $17.58 per share. The grant date and transaction date are 10/08/2025 and the option expires on 10/08/2035.

The option vests monthly at a rate of 1/48 of the total shares subject to the option, conditioned on the reporting persons continued service. After the grant, the reporting person directly beneficially owns 20,000 shares subject to the option. The form was signed by an attorney-in-fact on 10/09/2025.

Positive

• 20,000-share option aligns director incentives with long-term shareholder value through multi-year vesting
• Vesting at 1/48 monthly creates clear retention incentives over a 4-year schedule

Negative

• Potential dilution of 20,000 shares if options are exercised prior to expiration
• Option exercise price of $17.58 may result in future dilution or no exercise depending on future share price

Insights

Corporate Governance Analyst

Director received a standard long-term option with monthly vesting.

The grant is a nonstatutory stock option for 20,000 shares at an exercise price of $17.58 and an expiration date of 10/08/2035. Vesting occurs at 1/48 per month following grant, tying the directors compensation to continued service over four years.

This structure aligns incentives toward long-term shareholder value but creates potential dilution of 20,000 shares until exercised. Monitor outstanding equity totals and future grants to assess cumulative dilution over the next 4 years.

Compensation & Remuneration Specialist

Option term and schedule are typical for director compensation.

The ten-year term to 10/08/2035 and monthly vesting at 1/48 are common features that provide multi-year retention incentives. The grant is exercisable only after vesting and is reported as a direct beneficial interest of 20,000 shares immediately following the transaction.

Key items to watch include the options exercise activity and whether additional awards are made; any exercise or additional grants will change outstanding share counts and compensation expense recognized in future reporting periods.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Followwill Dorman

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Nonstatutory Stock Option (right to buy)	20,000	$0.00	--

Holdings After Transaction: Nonstatutory Stock Option (right to buy) — 20,000 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 10/09/2025 - 08:40 AM 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^*

Followwill Dorman

(Last) (First) (Middle)

C/O SCILEX HOLDING COMPANY

960 SAN ANTONIO ROAD

(Street)

PALO ALTO CA 94303

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Scilex Holding Co [ SCLX ]

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
10/08/2025

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
Nonstatutory Stock Option (right to buy)	$17.58	10/08/2025		A		20,000		(1)	10/08/2035	Common Stock	20,000	$0	20,000	D

Explanation of Responses:

1. 1/48th of the shares subject to the option shall vest on a monthly basis following the grant date, subject to the Reporting Person's continued service to the Issuer through each such vesting date.

Remarks:

Exhibit 24- Power of Attorney

	/s/ Stephen Ma, as Attorney-in-Fact	10/09/2025
	** 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 the Form 4 for Scilex (SCLX) report on 10/08/2025?

A director, Followwill Dorman, was granted a nonstatutory option to buy 20,000 common shares at an exercise price of $17.58, with the transaction dated 10/08/2025.

What is the vesting schedule for the option reported on Scilexs Form 4?

The option vests monthly at a rate of 1/48 of the total shares subject to the option, subject to continued service.

When does the option expire for the Scilex (SCLX) grant?

The option has an expiration date of 10/08/2035, giving a 10-year exercise window from the grant date.

How many shares does the reporting person beneficially own after the transaction?

Following the reported transaction the reporting person directly beneficially owns 20,000 shares underlying the option.

Who signed the Form 4 for this Scilex transaction?

The Form 4 was signed by Stephen Ma, as Attorney-in-Fact on 10/09/2025.