ARS Pharmaceuticals issues 30,000-share option to board member

Rhea-AI Filing Summary

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

Director Michael Kelly was granted a non-qualified stock option for 30,000 common shares on 06/25/2025 at an exercise price of $17.26 per share. The option vests in full on the earlier of June 25, 2026 or the date of the company’s 2026 annual meeting of stockholders, and carries a ten-year term expiring on 06/24/2035.

The filing reports no open-market purchases or sales of common stock; all activity relates to derivative securities. Following the grant, Mr. Kelly’s beneficial ownership comprises 30,000 derivative securities held directly. No indirect holdings or other related-party transactions were disclosed.

This one-year vesting schedule is consistent with typical board compensation practices and is intended to align the director’s incentives with shareholder interests. Because the award represents routine director compensation and does not involve cash expenditures or immediate dilution, it is unlikely to have a material impact on near-term financial performance or share count.

Insights

Financial Analyst

TL;DR: Routine director option grant; no cash outflow or share dilution until exercised.

From a capital-markets perspective, the transaction is standard board compensation. The 30 k option grant, struck at $17.26, neither affects current share count nor generates expense beyond non-cash accounting charges already anticipated in equity-based comp forecasts. The one-year cliff vesting ensures alignment but does not signal insider conviction through share purchase. Overall valuation impact is negligible.

Corporate Governance Expert

TL;DR: Governance-aligned equity award; mirrors typical Nasdaq biotech board packages.

The filing shows the board continuing to compensate directors primarily with equity, reinforcing long-term alignment. Vesting until the 2026 AGM ties service to value creation, while the 10-year term is market-standard. No red flags on timing or size relative to peers. Because the grant is isolated and transparent, governance risk remains low.

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

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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^*

Kelly Michael

(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.
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FAQ

What did SPRY disclose in its latest Form 4?

Director Michael Kelly received an option to purchase 30,000 shares at $17.26 on 06/25/2025.

When will the 30,000 SPRY options vest?

They vest in full on the earlier of June 25, 2026 or the date of SPRY’s 2026 annual shareholder meeting.

What is the expiration date of the SPRY stock option granted to Michael Kelly?

The option expires on 06/24/2035, giving a 10-year exercise window.

Did the Form 4 report any open-market purchases or sales of SPRY common stock?

No. The filing only reports a derivative grant; there were no purchases or sales of common shares.

How many SPRY derivative securities does Michael Kelly own after the transaction?

Following the grant, he beneficially owns 30,000 derivative securities, all held directly.