Simulations Plus: DiBella disposes of 85,140 shares

Q: How many SLP shares did Chief Revenue Officer John Anthony DiBella II dispose of?

John Anthony DiBella II reported disposing of 85,140 common shares on October 6, 2026. Each share converted into the right to receive $18.50 in cash, without interest under the merger terms.

The Chief Revenue Officer's options with exercise prices equal to or greater than $18.50 were canceled without payment under the merger terms.

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Rhea-AI Filing Summary

Simulations Plus, Inc. (SLP) Chief Revenue Officer John Anthony DiBella II reported disposing of 85,140 common shares on October 6, 2026; under the merger terms, each share converted into the right to receive $18.50 in cash, without interest. His reported common-share position after the transaction was zero.

The options in the reported transactions vested in full and were canceled. Options with exercise prices below $18.50 converted into cash, without interest, based on the number of shares subject to each option multiplied by the excess of $18.50 over its exercise price; options with exercise prices equal to or greater than $18.50 were canceled without payment. No Rule 10b5-1 plan is reported.

Insights

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Insider Trade Summary

Disposition: 301,535 shares

Disposition 9 txns

Insider DiBella John Anthony II

Role Chief Revenue Officer

Type	Security	Shares	Price	Value
Disposition	Stock Options (Right to Buy) ^F3	27,500	--	--
Disposition	Stock Options (Right to Buy) ^F3	26,206	--	--
Disposition	Stock Options (Right to Buy) ^{F3, F4}	9,300	--	--
Disposition	Stock Options (Right to Buy) ^{F3, F4}	113,300	--	--
Disposition	Stock Options (Right to Buy) ^{F3, F4}	15,000	--	--
Disposition	Stock Options (Right to Buy) ^{F3, F4}	15,000	--	--
Disposition	Stock Options (Right to Buy) ^{F3, F4}	2,589	--	--
Disposition	Stock Options (Right to Buy) ^{F3, F4}	7,500	--	--
Disposition	Common Stock ^{F1, F2}	85,140	$18.50	$1.58M

Holdings After Transaction: Stock Options (Right to Buy) — 0 contracts (Direct); Common Stock — 0 shares (Direct)

Footnotes (4)

F1. This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger, dated as of June 15, 2026 (the "Merger Agreement"), by and among Simulations Plus, Inc. (the "Issuer"), SP Evolution HoldCo II, LLC ("Parent") and SP Evolution BidCo II, LLC, a wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly owned subsidiary of Parent.
F2. At the effective time of the Merger (the "Effective Time"), each share of common stock of the Issuer ("Company Common Stock") issued and outstanding immediately prior to the Effective Time (other than certain excluded shares specified in the Merger Agreement) was automatically converted into the right to receive $18.50 in cash, without interest (the "Merger Consideration").
F3. Pursuant to the Merger Agreement, effective as of or immediately prior to the Effective Time, each option to purchase shares of Company Common Stock (each, a "Company Option") that was outstanding immediately prior to the Effective Time automatically vested in full and was canceled and converted into the right to receive an amount in cash, without interest, equal to (i) the number of shares of Company Common Stock subject to such Company Option immediately prior to the Effective Time, multiplied by (ii) the excess, if any, of the Merger Consideration over the applicable exercise price per share of Company Common Stock subject to such Company Option.
F4. Any such Company Option with a per share exercise price that was equal to or greater than the Merger Consideration was canceled by virtue of the Merger without any payment to the reporting person.

Key Figures

Common shares disposed: 85,140 shares Merger consideration: $18.50 per share Common shares after transaction: 0 shares +3 more

6 metrics

Common shares disposed 85,140 shares October 6, 2026; converted into the right to receive merger consideration

Merger consideration $18.50 per share Cash, without interest

Common shares after transaction 0 shares Reported after the October 6, 2026 disposition

Options disposed 27,500 options Exercise price $16.02; expiration October 15, 2035

Options disposed 26,206 options Exercise price $10.05; expiration February 23, 2027

Options canceled without payment 9,300 options Exercise price $57.67; expiration December 6, 2030

Key Terms

Merger Consideration, Company Option, Effective Time

3 terms

Merger Consideration financial

"the Merger Consideration"

Merger consideration is the total payment a company or buyer offers to shareholders of a target company in exchange for combining the two businesses, and can include cash, shares in the surviving company, debt assumption, or a mix of these. Investors care because the form and amount affect the deal’s value, tax consequences, immediate cash received versus future ownership, and the risk and upside of holding new shares — similar to choosing between cash now or stock that could grow later.

Company Option financial

"each Company Option"

Effective Time technical

"the Effective Time"

The exact clock time when a regulatory filing, approval, or corporate action formally becomes legally active; from that moment the change is binding and can be acted on. Investors care because the effective time marks when ownership, rights, trading rules, or new securities take effect — like a light switch turning on a contract or transaction — which determines when risks, benefits and market reactions begin.

FAQ

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

How many SLP shares did Chief Revenue Officer John Anthony DiBella II dispose of?

John Anthony DiBella II reported disposing of 85,140 common shares on October 6, 2026. Each share converted into the right to receive $18.50 in cash, without interest under the merger terms.

How were John Anthony DiBella II's SLP stock options treated in the merger?

The options reported in the transactions vested in full and were canceled. Options with exercise prices below $18.50 converted into cash, without interest, based on the shares subject to each option multiplied by the excess of $18.50 over its exercise price. Options with exercise prices equal to or greater than $18.50 were canceled without payment.

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

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Available on EDGAR 10/06/2026 - 04:07 PM Accepted by SEC EDGAR 10/06/2026 - 04:07 PM

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^*

DiBella John Anthony II

(Last)

(First)

(Middle)

600 PARK OFFICES DRIVE

SUITE 300 #4134

(Street)

DURHAM

NORTH CAROLINA

27713

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Simulations Plus, Inc. [ SLP ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/06/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	10/06/2026		D		85,140⁽¹⁾⁽²⁾	D	$18.5	0⁽²⁾	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Options (Right to Buy)	$16.02	10/06/2026		D			27,500⁽³⁾	⁽³⁾	10/15/2035	Common Stock	27,500	⁽³⁾	0	D
Stock Options (Right to Buy)	$10.05	10/06/2026		D			26,206⁽³⁾	⁽³⁾	02/23/2027	Common Stock	26,206	⁽³⁾	0	D
Stock Options (Right to Buy)	$57.67	10/06/2026		D			9,300⁽³⁾	⁽³⁾	12/06/2030	Common Stock	9,300	⁽⁴⁾	0	D
Stock Options (Right to Buy)	$32.57	10/06/2026		D			113,300⁽³⁾	⁽³⁾	12/06/2029	Stock Option (right to buy)	5,000	⁽⁴⁾	0	D
Stock Options (Right to Buy)	$39.98	10/06/2026		D			15,000⁽³⁾	⁽³⁾	10/18/2033	Common Stock	15,000	⁽⁴⁾	0	D
Stock Options (Right to Buy)	$43.91	10/06/2026		D			15,000⁽³⁾	⁽³⁾	10/19/2032	Common Stock	15,000	⁽⁴⁾	0	D
Stock Options (Right to Buy)	$19.81	10/06/2026		D			2,589⁽³⁾	⁽³⁾	12/11/2028	Common Stock	2,589	⁽⁴⁾	0	D
Stock Options (Right to Buy)	$33.29	10/06/2026		D			7,500⁽³⁾	⁽³⁾	10/16/2034	Common Stock	7,500	⁽⁴⁾	0	D

Explanation of Responses:

1. This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger, dated as of June 15, 2026 (the "Merger Agreement"), by and among Simulations Plus, Inc. (the "Issuer"), SP Evolution HoldCo II, LLC ("Parent") and SP Evolution BidCo II, LLC, a wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly owned subsidiary of Parent.

2. At the effective time of the Merger (the "Effective Time"), each share of common stock of the Issuer ("Company Common Stock") issued and outstanding immediately prior to the Effective Time (other than certain excluded shares specified in the Merger Agreement) was automatically converted into the right to receive $18.50 in cash, without interest (the "Merger Consideration").

3. Pursuant to the Merger Agreement, effective as of or immediately prior to the Effective Time, each option to purchase shares of Company Common Stock (each, a "Company Option") that was outstanding immediately prior to the Effective Time automatically vested in full and was canceled and converted into the right to receive an amount in cash, without interest, equal to (i) the number of shares of Company Common Stock subject to such Company Option immediately prior to the Effective Time, multiplied by (ii) the excess, if any, of the Merger Consideration over the applicable exercise price per share of Company Common Stock subject to such Company Option.

4. Any such Company Option with a per share exercise price that was equal to or greater than the Merger Consideration was canceled by virtue of the Merger without any payment to the reporting person.

Remarks:

	/s/ William Frederick, attorney-in-fact for John Anthony DiBella	10/06/2026
	** 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)

Source: View Original Filing on SEC EDGAR