5AM funds sell 375,840 Skye Bioscience shares

Skye Bioscience, Inc. (SKYE) reported insider-related sales of common stock by funds associated with director and ten percent owner Andrew J. Schwab.

Rhea-AI Filing Summary

Skye Bioscience, Inc. (SKYE) reported insider-related sales of common stock by funds associated with director and ten percent owner Andrew J. Schwab. Over August 18–20, 2026, entities including 5AM Ventures II, L.P., 5AM Co-Investors II, L.P., and 5AM Ventures VII, L.P. sold shares at weighted-average prices ranging from $0.33 to $0.41 per share. All holdings are reported as indirect; Schwab is a managing member of the general partners of these funds and disclaims beneficial ownership except to the extent of his pecuniary interest.

Insider Trade Summary

Net Seller: 375,840 shares

Net Sell 9 txns

Insider Schwab Andrew J.

Role Director, 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 Person undertakes 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. The Reporting Person is a managing member of Partners II and may be deemed to have shared voting and investment power over the shares beneficially owned by Ventures II. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
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. The Reporting Person is a managing member of Partners II and may be deemed to have shared voting and investment power over the shares beneficially owned by Co-Investors II. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
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. The Reporting Person is a managing member of Partners VII and may be deemed to have shared voting and investment power over the shares beneficially owned by Ventures VII. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
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 Person undertakes 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.

Key Figures

Total shares sold: 375,840 shares Number of sale transactions: 9 Price range (weighted-average groups): $0.33–$0.41 per share +4 more

7 metrics

Total shares sold 375,840 shares Aggregate sellShares across 9 transactions in August 2026

Number of sale transactions 9 transactionSummary sellCount for reported Form 4 period

Price range (weighted-average groups) $0.33–$0.41 per share Ranges described in footnotes F1 and F5 for grouped trades

Reported price on 2026-08-18 trades $0.38 per share Sales by 5AM Ventures II, L.P., 5AM Co-Investors II, L.P., and 5AM Ventures VII, L.P.

Reported price on 2026-08-19 trades $0.35 per share Weighted average price for grouped sales per footnote F5

Reported price on 2026-08-20 trades $0.32 per share Sales by 5AM Ventures II, L.P., 5AM Co-Investors II, L.P., and 5AM Ventures VII, L.P.

Net buy/sell direction net-sell transactionSummary netBuySellDirection for this Form 4

Key Terms

weighted average price, beneficial ownership, pecuniary interest, indirect ownership, +1 more

5 terms

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 shares 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 his pecuniary interest"

indirect ownership financial

"direct_or_indirect: "I", nature_of_ownership: "By 5AM Ventures II, L.P.""

Rule 10b5-1 regulatory

"aff_10b5_one is the filing's document-level Rule 10b5-1 checkbox"

Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.

FAQ

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

What insider activity did SKYE report for Andrew J. Schwab in this Form 4?

The Form 4 reports that funds associated with director and ten percent owner Andrew J. Schwab sold common stock of Skye Bioscience, Inc. in multiple transactions on August 18–20, 2026, all coded as open-market or private sales (Code S).

How many SKYE shares were sold and were they buys or sells?

The transaction summary shows 9 sales of Skye Bioscience common stock totaling 375,840 shares sold and 0 shares purchased, resulting in a net-sell position across the reported transactions.

What prices were the SKYE shares sold for in these transactions?

Reported per-share prices were $0.38, $0.35, and $0.32. Footnotes state these are weighted average prices for trades executed in ranges of $0.35–$0.41 and $0.33–$0.36, with full price breakdowns available on request.

Who actually held the SKYE shares sold in Andrew J. Schwab’s Form 4?

The shares were held indirectly through 5AM Ventures II, L.P., 5AM Co-Investors II, L.P., and 5AM Ventures VII, L.P.. Schwab is a managing member of the funds’ general partners and disclaims beneficial ownership except for his pecuniary interest.

Were the SKYE insider sales made under a Rule 10b5-1 trading plan?

The filing’s Rule 10b5-1 checkbox is not checked (aff_10b5_one: false), and the footnotes do not state that these transactions were made pursuant to a Rule 10b5-1 trading plan.

Are these SKYE shares reported as directly or indirectly owned by Andrew J. Schwab?

All reported positions are marked as indirect ownership through the 5AM funds. Footnotes state that Schwab may be deemed to share voting and investment power but disclaims beneficial ownership beyond his pecuniary interest.

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

Form 4 Insider Transactions: What Each Field Means →

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Available on EDGAR 08/20/2026 - 06:00 PM EDT Accepted by SEC EDGAR 08/20/2026 - 05:59 PM EDT 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^*

Schwab Andrew J.

(Last) (First) (Middle)

C/O 5AM VENTURE MANAGEMENT, LLC

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)

X	Director	X	10% 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)

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
Common Stock	08/18/2026		S		45,090	D	$0.38(1)	1,411,974	I	By 5AM Ventures II, L.P.(2)
Common Stock	08/18/2026		S		1,830	D	$0.38(1)	55,663	I	By 5AM Co-Investors II, L.P.(3)
Common Stock	08/18/2026		S		253,080	D	$0.38(1)	7,914,126	I	By 5AM Ventures VII, L.P.(4)
Common Stock	08/19/2026		S		10,255	D	$0.35(5)	1,401,719	I	By 5AM Ventures II, L.P.(2)
Common Stock	08/19/2026		S		409	D	$0.35(5)	55,254	I	By 5AM Co-Investors II, L.P.(3)
Common Stock	08/19/2026		S		57,476	D	$0.35(5)	7,856,650	I	By 5AM Ventures VII, L.P.(4)
Common Stock	08/20/2026		S		1,159	D	$0.32	1,400,560	I	By 5AM Ventures II, L.P.(2)
Common Stock	08/20/2026		S		46	D	$0.32	55,208	I	By 5AM Co-Investors II, L.P.(3)
Common Stock	08/20/2026		S		6,495	D	$0.32	7,850,155	I	By 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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

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 Person undertakes 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. The Reporting Person is a managing member of Partners II and may be deemed to have shared voting and investment power over the shares beneficially owned by Ventures II. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

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. The Reporting Person is a managing member of Partners II and may be deemed to have shared voting and investment power over the shares beneficially owned by Co-Investors II. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

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. The Reporting Person is a managing member of Partners VII and may be deemed to have shared voting and investment power over the shares beneficially owned by Ventures VII. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

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 Person undertakes 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.

	/s/ Andrew J. Schwab	08/20/2026
	** 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)