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  4. [Form 4] Skye Bioscience, Inc. Insider Trading Activity

Skye Bioscience (SKYE) 5AM funds sell at penny-level prices

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Skye Bioscience, Inc. (SKYE) reported that affiliated 5AM investment funds sold shares of its Common Stock. Over August 18–20, 2026, 5AM Ventures II, L.P., 5AM Co-Investors II, L.P. and 5AM Ventures VII, L.P. sold a combined 375,840 shares in open-market or private transactions at weighted-average prices within $0.33–$0.41 per share.

The shares are held by the 5AM funds, whose general partners and managing members, including John Diekman, Kush Parmar, Andrew J. Schwab and Scott M. Rocklage, may be deemed to share voting and investment power but disclaim beneficial ownership beyond their pecuniary interests.

Positive

  • None.

Negative

  • None.
Insider 5AM Partners VII, LLC, 5AM Ventures VII, L.P., 5AM Partners II, LLC, 5AM Ventures II LP, 5AM CO-INVESTORS II LP, DIEKMAN JOHN D, PARMAR KUSH, ROCKLAGE SCOTT M
Role 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner
Sold 375,840 shs ($140K)
Type Security Shares Price Value
Sale Common Stock F2 1,159 $0.32 $370.88
Sale Common Stock F3 46 $0.32 $14.72
Sale Common Stock F4 6,495 $0.32 $2K
Sale Common Stock F5, F2 10,255 $0.35 $4K
Sale Common Stock F5, F3 409 $0.35 $143.15
Sale Common Stock F5, F4 57,476 $0.35 $20K
Sale Common Stock F1, F2 45,090 $0.38 $17K
Sale Common Stock F1, F3 1,830 $0.38 $695.40
Sale Common Stock F1, F4 253,080 $0.38 $96K
Holdings After Transaction: Common Stock — 1,400,560 shares (Indirect, By 5AM Ventures II, L.P.); Common Stock — 55,208 shares (Indirect, By 5AM Co-Investors II, L.P.); Common Stock — 7,850,155 shares (Indirect, By 5AM Ventures VII, L.P.)
Footnotes (5)
  1. F1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.35 to $0.41 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
  2. F2. The securities are directly held by 5AM Ventures II, L.P. ("Ventures II"). 5AM Partners II, LLC ("Partners II") is the sole general partner of Ventures II. Dr. John Diekman, Andrew J. Schwab and Dr. Scott M. Rocklage are the managing members of Partners II and may be deemed to have shared voting and investment power over the securities beneficially owned by Ventures II. Each of Partners II, Dr. Diekman and Dr. Rocklage disclaims beneficial ownership of such securities except to the extent of its or his respective pecuniary interest therein. Mr. Schwab is a director of the Issuer and files separate Section 16 reports.
  3. F3. The securities are directly held by 5AM Co-Investors II, L.P. ("Co-Investors II"). Partners II is the sole general partner of Co-Investors II. Dr. John Diekman, Andrew J. Schwab and Dr. Scott M. Rocklage are the managing members of Partners II and may be deemed to have shared voting and investment power over the securities beneficially owned by Co-Investors II. Each of Partners II, Dr. Diekman and Dr. Rocklage disclaims beneficial ownership of such shares except to the extent of its or his respective pecuniary interest therein. Mr. Schwab is a director of the Issuer and files separate Section 16 reports.
  4. F4. The securities are directly held by 5AM Ventures VII, L.P. ("Ventures VII"). 5AM Partners VII, LLC ("Partners VII") is the sole general partner of Ventures VII. Dr. Kush Parmar and Andrew J. Schwab are the managing members of Partners VII and may be deemed to have shared voting and investment power over the securities beneficially owned by Ventures VII. Each of Partners VII and Dr. Parmar disclaims beneficial ownership of such securities except to the extent of its or his respective pecuniary interest therein. Mr. Schwab is a director of the Issuer and files separate Section 16 reports.
  5. F5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.33 to $0.36 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
Total shares sold 375,840 shares Aggregate sellShares from Form 4 transaction summary
Largest single reported sale block 253,080 shares at $0.3800 per share Common Stock sold on 2026-08-18 by 5AM Ventures VII, L.P.
Second-largest reported sale block 57,476 shares at $0.3500 per share Common Stock sold on 2026-08-19 by 5AM Ventures VII, L.P.
Price range (F1 footnote) $0.35 to $0.41 per share Weighted-average priced sales qualified by Footnote F1
Price range (F5 footnote) $0.33 to $0.36 per share Weighted-average priced sales qualified by Footnote F5
Reported transaction dates August 18–20, 2026 Dates of all nine Common Stock sale transactions
weighted average price financial
"The price reported in Column 4 is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
beneficial ownership financial
"may be deemed to have shared voting and investment power over the securities beneficially owned"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"disclaims beneficial ownership of such securities except to the extent of its or his respective pecuniary interest"
voting and investment power financial
"may be deemed to have shared voting and investment power over the securities"

FAQ

How many SKYE shares did the 5AM funds sell in this Form 4?
The affiliated 5AM funds reported selling a total of 375,840 shares of Skye Bioscience, Inc. common stock. This total comes from the Form 4 transaction summary, which aggregates nine reported sale transactions over August 18–20, 2026.

At what prices were SKYE shares sold in this Form 4 filing?
Reported per-share prices were $0.32, $0.35 and $0.38, each described as a weighted average price. Footnotes state the actual sale prices ranged from $0.33–$0.36 and $0.35–$0.41 across multiple individual trades.

Which 5AM entities sold SKYE common stock in this filing?
The sales involved shares directly held by 5AM Ventures II, L.P., 5AM Co-Investors II, L.P. and 5AM Ventures VII, L.P.. The Form 4 reports these as indirect holdings for certain reporting persons through these limited partnerships.

Were the SKYE stock sales under a Rule 10b5-1 trading plan?
The Form 4’s Rule 10b5-1 checkbox is not checked, and the footnotes do not state that the trades were made under a Rule 10b5-1 or other pre-arranged trading plan.

Do the individual reporting persons personally own the SKYE shares sold?
The footnotes state the securities are directly held by the 5AM limited partnerships. The general partners and managing members may be deemed to share voting and investment power but disclaim beneficial ownership except to the extent of their pecuniary interests.

What type of transactions in SKYE stock are reported in this Form 4?
All nine transactions are sales of common stock (code “S”) in open-market or private transactions by the 5AM funds, reported as indirect ownership for the filing persons.

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Form 4 Insider Transactions: What Each Field Means →
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*
5AM Partners VII, LLC
(Last)(First)(Middle)
4 EMBARCADERO CENTER, SUITE 3110
(Street)
SAN FRANCISCO CALIFORNIA 94111
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Skye Bioscience, Inc. [ SKYE ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/18/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm 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 Stock08/18/2026S45,090D$0.38(1)1,411,974IBy 5AM Ventures II, L.P.(2)
Common Stock08/18/2026S1,830D$0.38(1)55,663IBy 5AM Co-Investors II, L.P.(3)
Common Stock08/18/2026S253,080D$0.38(1)7,914,126IBy 5AM Ventures VII, L.P.(4)
Common Stock08/19/2026S10,255D$0.35(5)1,401,719IBy 5AM Ventures II, L.P.(2)
Common Stock08/19/2026S409D$0.35(5)55,254IBy 5AM Co-Investors II, L.P.(3)
Common Stock08/19/2026S57,476D$0.35(5)7,856,650IBy 5AM Ventures VII, L.P.(4)
Common Stock08/20/2026S1,159D$0.321,400,560IBy 5AM Ventures II, L.P.(2)
Common Stock08/20/2026S46D$0.3255,208IBy 5AM Co-Investors II, L.P.(3)
Common Stock08/20/2026S6,495D$0.327,850,155IBy 5AM Ventures VII, L.P.(4)
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
1. Name and Address of Reporting Person*
5AM Partners VII, LLC
(Last)(First)(Middle)
4 EMBARCADERO CENTER, SUITE 3110
(Street)
SAN FRANCISCO CALIFORNIA 94111
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
5AM Ventures VII, L.P.
(Last)(First)(Middle)
4 EMBARCADERO CENTER, SUITE 3110
(Street)
SAN FRANCISCO CALIFORNIA 94111
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
5AM Partners II, LLC
(Last)(First)(Middle)
4 EMBARCADERO CENTER, SUITE 3110
(Street)
SAN FRANCISCO CALIFORNIA 94111
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
5AM Ventures II LP
(Last)(First)(Middle)
4 EMBARCADERO CENTER, SUITE 3110
(Street)
SAN FRANCISCO CALIFORNIA 94111
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
5AM CO-INVESTORS II LP
(Last)(First)(Middle)
4 EMBARCADERO CENTER, SUITE 3110
(Street)
SAN FRANCISCO CALIFORNIA 94111
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
DIEKMAN JOHN D
(Last)(First)(Middle)
4 EMBARCADERO CENTER, SUITE 3110
(Street)
SAN FRANCISCO CALIFORNIA 94111
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
PARMAR KUSH
(Last)(First)(Middle)
4 EMBARCADERO CENTER, SUITE 3110
(Street)
SAN FRANCISCO CALIFORNIA 94111
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
ROCKLAGE SCOTT M
(Last)(First)(Middle)
4 EMBARCADERO CENTER, SUITE 3110
(Street)
SAN FRANCISCO CALIFORNIA 94111
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
Explanation of Responses:
1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.35 to $0.41 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
2. The securities are directly held by 5AM Ventures II, L.P. ("Ventures II"). 5AM Partners II, LLC ("Partners II") is the sole general partner of Ventures II. Dr. John Diekman, Andrew J. Schwab and Dr. Scott M. Rocklage are the managing members of Partners II and may be deemed to have shared voting and investment power over the securities beneficially owned by Ventures II. Each of Partners II, Dr. Diekman and Dr. Rocklage disclaims beneficial ownership of such securities except to the extent of its or his respective pecuniary interest therein. Mr. Schwab is a director of the Issuer and files separate Section 16 reports.
3. The securities are directly held by 5AM Co-Investors II, L.P. ("Co-Investors II"). Partners II is the sole general partner of Co-Investors II. Dr. John Diekman, Andrew J. Schwab and Dr. Scott M. Rocklage are the managing members of Partners II and may be deemed to have shared voting and investment power over the securities beneficially owned by Co-Investors II. Each of Partners II, Dr. Diekman and Dr. Rocklage disclaims beneficial ownership of such shares except to the extent of its or his respective pecuniary interest therein. Mr. Schwab is a director of the Issuer and files separate Section 16 reports.
4. The securities are directly held by 5AM Ventures VII, L.P. ("Ventures VII"). 5AM Partners VII, LLC ("Partners VII") is the sole general partner of Ventures VII. Dr. Kush Parmar and Andrew J. Schwab are the managing members of Partners VII and may be deemed to have shared voting and investment power over the securities beneficially owned by Ventures VII. Each of Partners VII and Dr. Parmar disclaims beneficial ownership of such securities except to the extent of its or his respective pecuniary interest therein. Mr. Schwab is a director of the Issuer and files separate Section 16 reports.
5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.33 to $0.36 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
5AM Partners VII, LLC, By /s/ Andrew J. Schwab, Managing Member08/20/2026
5AM Ventures VII, L.P., By: 5AM Partners VII, LLC, its General Partner, By /s/ Andrew J. Schwab, Managing Member08/20/2026
5AM Partners II, LLC, By /s/ Andrew J. Schwab, Managing Member08/20/2026
5AM Ventures II, L.P., By: 5AM Partners II, LLC, its General Partner, By /s/ Andrew J. Schwab, Managing Member08/20/2026
5AM Co-Investors II, L.P., By: 5AM Partners II, LLC, its General Partner, By /s/ Andrew J. Schwab, Managing Member08/20/2026
/s/ John Diekman08/20/2026
/s/ Kush Parmar08/20/2026
/s/ Scott M. Rocklage08/20/2026
** 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)

Source: View Original Filing on SEC EDGAR