Sagimet Biosciences (SGMT) grants CEO options on 300,000 shares

Rhea-AI Filing Summary

Sagimet Biosciences Inc. reported that President & CEO David Happel received a grant of stock options covering 300,000 shares of Series A common stock. The options have an exercise price of $7.27 per share and were awarded at no cost to him.

These options vest in forty-eight equal monthly installments starting on May 28, 2026, contingent on his continued service. After this grant, he holds options on 300,000 shares according to the filing. The transaction reflects equity-based compensation rather than an open-market purchase or sale.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Happel David

Role President & CEO

Type	Security	Shares	Price	Value
Grant/Award	Stock Option (Right to Buy)	300,000	$0.00	--

Holdings After Transaction: Stock Option (Right to Buy) — 300,000 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Option grant size: 300,000 shares Exercise price: $7.27 per share Post-transaction option holdings: 300,000 shares +2 more

5 metrics

Option grant size 300,000 shares Stock options on Series A common stock granted to CEO

Exercise price <money>$7.27</money> per share Strike price for the 300,000 granted options

Post-transaction option holdings 300,000 shares Total option shares held following the grant

Vesting period 48 months Equal monthly vesting installments starting May 28, 2026

Option expiration date <date>May 27, 2036</date> Expiration date of the granted stock options

Key Terms

Stock Option (Right to Buy), Series A Common Stock, Grant, award, or other acquisition, vesting, +1 more

5 terms

Stock Option (Right to Buy) financial

"security_title: Stock Option (Right to Buy)"

Series A Common Stock financial

"underlying_security_title: Series A Common Stock"

Series A common stock is a specific class of a company’s ordinary shares issued during an early formal funding round, carrying the ownership rights and voting power tied to that class. For investors it signals an early-stage equity claim with potential upside if the business grows, but also greater risk and typically less liquidity than shares in mature, publicly traded firms—imagine buying a seat on a startup’s team before the company has proven itself.

Grant, award, or other acquisition financial

"transaction_code_description: Grant, award, or other acquisition"

vesting financial

"shall vest and become exercisable over forty-eight equal monthly installments"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

exercise price financial

"conversion_or_exercise_price: 7.2700"

The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.

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Form 4 Insider Transactions: What Each Field Means →

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^*

Happel David

(Last) (First) (Middle)

SAGIMET BIOSCIENCES INC.

155 BOVET ROAD, SUITE 303

(Street)

SAN MATEO CALIFORNIA 94402

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Sagimet Biosciences Inc. [ SGMT ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/28/2026

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

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)	$7.27	05/28/2026		A		300,000		(1)	05/27/2036	Series A Common Stock	300,000	$0	300,000	D

Explanation of Responses:

1. The shares underlying this option shall vest and become exercisable over forty-eight equal monthly installments following May 28, 2026, subject to the Reporting Person's continued service on each such vesting date.

	/s/ Elizabeth Rozek, Attorney-in-Fact	06/01/2026
	** 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)

FAQ

What did Sagimet Biosciences (SGMT) disclose about David Happel in this Form 4?

Sagimet Biosciences disclosed that President & CEO David Happel received a grant of stock options for 300,000 shares. These options are part of his equity compensation and were not purchased on the open market, so no immediate cash transaction occurred.

How many Sagimet Biosciences (SGMT) shares are covered by the new option grant?

The new option grant covers 300,000 shares of Sagimet Biosciences Series A common stock. This figure represents the total number of shares subject to the option award reported and equals his post-transaction option holdings in this filing.

What is the exercise price of David Happel’s Sagimet Biosciences (SGMT) stock options?

The exercise price of David Happel’s stock options is $7.27 per share. This means he can purchase Sagimet Biosciences Series A common stock at $7.27 per share once the options vest and become exercisable, subject to the vesting schedule.

When do David Happel’s Sagimet Biosciences (SGMT) options vest?

The options vest over forty-eight equal monthly installments starting on May 28, 2026. Each month, a portion of the 300,000-share grant becomes exercisable, provided David Happel continues to serve the company on each vesting date.

Did David Happel buy or sell Sagimet Biosciences (SGMT) shares in this Form 4?

He did not buy or sell shares on the open market in this Form 4. Instead, he received a grant of stock options as compensation, classified as an acquisition under transaction code “A,” with no reported sales or exercises.

How many Sagimet Biosciences (SGMT) options does David Happel hold after this transaction?

After this transaction, David Happel holds options on 300,000 shares according to the filing. This total equals the size of the new grant reported and reflects his direct option position from this specific award.