Alaunos Therapeutics Grants CEO 130,000 Options; Minimal Dilution Risk

Rhea-AI Filing Summary

Alaunos Therapeutics (TCRT) filed a Form 4 disclosing an equity award to recently appointed CEO and director Holger Weis.

• Grant: 130,000 non-qualified stock options with a $5.02 exercise price.
• Vesting: 25 % vests immediately; the remaining 75 % vests in equal quarterly installments over three years starting 2 Oct 2025, contingent on continued employment.
• Expiration: Options are exercisable until 1 Jul 2035.

The award, issued under the company’s 2020 Equity Incentive Plan, increases Weis’s direct derivative holdings to 130,000 options. No common-stock transactions or sales were reported.

Positive

• Performance-linked compensation: Option strike of $5.02 is well above the current share price, incentivising long-term value creation without immediate dilution.
• Retention structure: Three-year quarterly vesting schedule supports management stability.

Negative

• Potential dilution: Full exercise would add 130,000 shares, though impact is immaterial (<0.1 % of shares outstanding).

Insights

Equity Compensation Analyst

TL;DR: Routine CEO option grant; aligns incentives, minimal dilution, neutral market impact.

The grant size (130k options) is modest relative to Alaunos’ ~250 m shares outstanding, implying <0.1 % potential dilution. Immediate 25 % vesting rewards recruitment, while a three-year vesting tail encourages retention. A $5.02 strike price sets an aggressive performance hurdle given TCRT’s recent sub-$1 trading range, suggesting the award is currently out-of-the-money and shareholder-aligned. No cash outflow is involved. Overall, the filing is standard and carries negligible valuation impact.

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^*

Weis Holger

(Last) (First) (Middle)

C/O ALAUNOS THERAPEUTICS, INC.

2617 BISSONNET ST, SUITE 233

(Street)

HOUSTON TX 770005

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Alaunos Therapeutics, Inc. [ TCRT ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
07/02/2025

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
Employee Stock Option (right to buy)	$5.02	07/02/2025		A		130,000		(1)	07/01/2035	Common Stock	130,000	$0.00	130,000	D

Explanation of Responses:

1. 25% of this grant will vest and become exercisable immediately upon grant and the remaining balance shall vest in substantially equal quarterly installments over a three year period commencing on the Start Date with the first vesting date being October 2, 2025, subject to holder's continuous employment through each vesting date. This option grant shall be subject to the terms and conditions of the Company's 2020 Equity Incentive Plan and a Stock Option Agreement.

	/s/ Melinda Lackey, Attorney-in-Fact	07/07/2025
	** 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 Alaunos Therapeutics (TCRT) report in its latest Form 4?

The company granted CEO Holger Weis 130,000 stock options at a $5.02 exercise price.

When do the TCRT CEO options vest?

25 % vest immediately; the remaining 75 % vest quarterly over three years starting 2 Oct 2025.

What is the expiration date of the new Alaunos options?

The options expire on 1 Jul 2035.

Will the Form 4 cause immediate share dilution for TCRT investors?

No, dilution occurs only if options are exercised; potential dilution is less than 0.1 % of shares outstanding.

Why is the $5.02 strike price significant for TCRT shareholders?

It is above the recent market price, so options carry value only if management drives substantial share appreciation.