ARS Pharmaceuticals Files Form 4: 30k Option Grant to Board Member

Rhea-AI Filing Summary

ARS Pharmaceuticals, Inc. (SPRY) – Form 4 insider filing dated 06/27/2025

The filing reports a single equity incentive transaction for director Phillip M. Schneider. On 06/25/2025 Mr. Schneider received 30,000 non-qualified stock options with an exercise price of $17.26 per share, equal to the closing market price on the grant date (implied from standard practice; no discount indicated). The award vests in full on the earlier of June 25 2026 or the date of the company’s 2026 annual shareholders meeting, and will expire on 06/24/2035 if unexercised. No shares were sold or purchased in the open market, and there were no changes to Mr. Schneider’s previously held common shares.

Following the grant, Mr. Schneider beneficially owns 30,000 derivative securities (options) directly. The filing contains no additional derivative or non-derivative transactions, amendments, or 10b5-1 plan indications.

The transaction is typical annual director compensation and does not alter the company’s share count immediately; any potential dilution is deferred until exercise. Investors typically view such grants as routine governance practice that aligns board incentives with shareholder value but has minimal near-term financial impact.

Positive

• Director incentive alignment: 30,000 options grant ties board member compensation to future share performance without immediate cash cost.

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine option grant to director; minimal immediate impact, standard alignment of incentives.

The Form 4 discloses a straight-forward equity incentive: 30,000 options at $17.26 granted to director Phillip M. Schneider. Vesting occurs in roughly one year, matching normal board compensation cycles. There is no open-market buying or selling, so cash flow, float and insider sentiment signals are unchanged. Although the award could dilute roughly 0.04% of outstanding shares upon exercise (estimate based on ~75 m shares), that dilution is ordinary and already factored into the company’s equity incentive plan. Accordingly, the filing is neutral from a valuation or sentiment standpoint.

Corporate Governance Specialist

TL;DR: Standard director compensation grant—compliant, shareholder-friendly vesting, no red flags.

The option grant follows a one-year cliff vesting schedule that encourages medium-term board engagement while avoiding accelerated vesting abuse. The exercise price equals grant-date market value, eliminating back-dating concerns. No 10b5-1 plan was checked, but the transaction code "A" indicates a board-approved award rather than discretionary trading. Filing timeliness (within two business days) and attorney-in-fact signature suggest sound Section 16 compliance. Overall, governance impact is neutral-to-positive, reinforcing alignment without excessive dilution.

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
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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^*

SCHNEIDER PHILLIP M

(Last) (First) (Middle)

C/O ARS PHARMACEUTICALS, INC.

11682 EL CAMINO REAL, SUITE 120

(Street)

SAN DIEGO CA 92130

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ARS Pharmaceuticals, Inc. [ SPRY ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
06/25/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)	$17.26	06/25/2025		A		30,000		(1)	06/24/2035	Common Stock	30,000	$0	30,000	D

Explanation of Responses:

1. The shares subject to the option will vest in full on the earlier of June 25, 2026 or the date of the Issuer's 2026 annual meeting of stockholders, which date has not been set by the Issuer's Board of Directors.

	/s/ Kathleen Scott, Attorney-in-Fact	06/27/2025
	** 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.

FAQ

What did SPRY disclose in the latest Form 4?

Director Phillip M. Schneider received 30,000 stock options at a $17.26 exercise price on 06/25/2025.

Does the filing indicate any insider selling at ARS Pharmaceuticals (SPRY)?

No. The Form 4 reports only an option grant; no shares were sold or purchased on the open market.

When do the newly granted SPRY options vest and expire?

They vest in full on the earlier of June 25 2026 or the 2026 annual meeting, and expire on 06/24/2035.

How many derivative securities does Phillip M. Schneider now hold?

Following the transaction, he beneficially owns 30,000 options directly.

Is the transaction part of a Rule 10b5-1 trading plan?

The checkbox for a 10b5-1 plan was not marked, indicating the grant is not tied to such a plan.