Scinai director granted 120M share RSU award

GERMAIN MARK reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

GERMAIN MARK reported acquisition or exercise transactions in this Form 4 filing.

Scinai Immunotherapeutics director Mark Germain received a large equity award of 120,000,000 Ordinary Shares on June 16, 2026. The shares were granted at no cash cost as restricted share units and will vest in three equal annual installments, subject to his continued service. After this grant, he directly holds 120,000,000 Ordinary Shares, which are represented by American Depositary Shares, with each ADS currently corresponding to 4,000 Ordinary Shares.

Insider Trade Summary

Grant/Award: 120,000,000 shares

Grant/Award 1 txn

Insider GERMAIN MARK

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Ordinary Shares	120,000,000	$0.00	$0.00

Holdings After Transaction: Ordinary Shares — 120,000,000 shares (Direct)

Footnotes (2)

1. F1. The Ordinary Shares are no par value per share, and are represented by American Depositary Shares, each of which currently represents four thousand Ordinary Shares.
2. F2. Includes 120,000,000 Ordinary Shares represented by restricted share units granted on June 16, 2026, which vest in three equal annual installments thereafter, subject to the Reporting Person's continued service through such dates.

Key Figures

RSU grant size: 120,000,000 Ordinary Shares Grant price: $0.00 per share Holdings after grant: 120,000,000 Ordinary Shares +2 more

5 metrics

RSU grant size 120,000,000 Ordinary Shares Restricted share units granted on June 16, 2026

Grant price $0.00 per share Stated transaction price for the RSU award

Holdings after grant 120,000,000 Ordinary Shares Total non-derivative shares following transaction

ADS ratio 1 ADS = 4,000 Ordinary Shares Representation of Ordinary Shares by American Depositary Shares

Vesting schedule Three equal annual installments RSUs vest annually after June 16, 2026

Key Terms

American Depositary Shares, Ordinary Shares, restricted share units, no par value

4 terms

American Depositary Shares financial

"are represented by American Depositary Shares, each of which currently represents four thousand Ordinary Shares"

American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.

Ordinary Shares financial

"The Ordinary Shares are no par value per share, and are represented by American Depositary Shares"

Ordinary shares are a type of ownership stake in a company, giving shareholders a right to participate in the company’s profits and decision-making through voting. They are similar to owning a piece of a business, and their value can rise or fall based on the company's performance. Investors buy ordinary shares to potentially earn dividends and benefit from the company's growth over time.

restricted share units financial

"Includes 120,000,000 Ordinary Shares represented by restricted share units granted on June 16, 2026"

Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.

no par value financial

"The Ordinary Shares are no par value per share, and are represented by American Depositary Shares"

Shares described as "no par value" are equity securities issued without a fixed face amount written into the corporate charter; their legal capital is not tied to a specific per-share number and the company may record proceeds differently than for par-value shares. This matters to investors because it affects how a company records equity, sets minimum legal capital, and handles bookkeeping for issuances, dividends and splits—similar to buying slices of a pie where the slice has no printed sticker price and market forces determine worth.

FAQ

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

What did Scinai Immunotherapeutics (SCNI) director Mark Germain report in this Form 4?

Director Mark Germain reported receiving an award of 120,000,000 Ordinary Shares of Scinai Immunotherapeutics. The shares were granted as restricted share units on June 16, 2026, and represent equity-based compensation rather than an open-market stock purchase.

How many Scinai Immunotherapeutics shares were granted to Mark Germain?

Mark Germain was granted 120,000,000 Ordinary Shares of Scinai Immunotherapeutics. According to the filing, these are represented by restricted share units and are part of his compensation, vesting over time instead of being purchased for cash in the market.

At what price were Mark Germain’s Scinai Immunotherapeutics shares acquired?

The 120,000,000 Ordinary Shares were granted to Mark Germain at a stated price of $0.00 per share. This indicates a compensatory equity award, not a cash transaction, and reflects typical treatment for restricted share unit grants to company directors.

How do the Scinai Immunotherapeutics Ordinary Shares relate to American Depositary Shares (ADS)?

The filing states that Scinai Immunotherapeutics’ Ordinary Shares are represented by American Depositary Shares, with each ADS currently representing 4,000 Ordinary Shares. This structure lets investors trade ADSs while the underlying Ordinary Shares remain the company’s primary equity.

What is the vesting schedule for Mark Germain’s Scinai Immunotherapeutics RSU grant?

The 120,000,000 Ordinary Shares are represented by restricted share units granted on June 16, 2026. They vest in three equal annual installments after that date, and each installment requires Mark Germain to continue serving the company through the applicable vesting date.

How many Scinai Immunotherapeutics shares does Mark Germain hold after this transaction?

Following the grant, Mark Germain’s direct holdings total 120,000,000 Ordinary Shares. The Form 4 shows this amount as his total non-derivative position after the transaction, reflecting the newly awarded restricted share units reported in the filing.

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

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Accepted by SEC EDGAR 06/18/2026 - 02:51 PM 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^*

GERMAIN MARK

(Last) (First) (Middle)

C/O SCINAI IMMUNOTHERAPEUTICS LTD.

JERUSALEM BIOPARK, 2ND FLOOR

(Street)

JERUSALEM 9112002

(City) (State) (Zip)

ISRAEL

(Country)

2. Issuer Name and Ticker or Trading Symbol
Scinai Immunotherapeutics Ltd. [ SCNI ]

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)
06/16/2026

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
Ordinary Shares(1)	06/16/2026		A		120,000,000(2)	A	$0	120,000,000	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

Explanation of Responses:

1. The Ordinary Shares are no par value per share, and are represented by American Depositary Shares, each of which currently represents four thousand Ordinary Shares.

2. Includes 120,000,000 Ordinary Shares represented by restricted share units granted on June 16, 2026, which vest in three equal annual installments thereafter, subject to the Reporting Person's continued service through such dates.

	/s/ Amir Reichman, Attorney-in-Fact	06/18/2026
	** 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)