Tonix Pharmaceuticals (NASDAQ: TNXP) director receives 22,700 stock options grant

Rhea-AI Filing Summary

Tonix Pharmaceuticals Holding Corp. director Richard H. Bagger received a grant of stock options as part of his compensation. He was awarded options covering 22,700 shares of common stock at an exercise price of $13.28 per share. These options were granted under the company’s 2026 Stock Incentive Plan and vest on the earlier of one year after the grant date or the 2027 Annual Meeting of Stockholders. Following this award, he holds 22,700 derivative securities directly.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider BAGGER RICHARD H

Role null

Type	Security	Shares	Price	Value
Grant/Award	Stock Option	22,700	$0.00	--

Holdings After Transaction: Stock Option — 22,700 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Options granted: 22,700 options Exercise price: $13.28 per share Shares underlying options: 22,700 shares +3 more

6 metrics

Options granted 22,700 options Director stock option award

Exercise price $13.28 per share Strike price of stock options

Shares underlying options 22,700 shares Common stock underlying the option grant

Expiration date May 12, 2036 Option term end date

Vesting trigger Earlier of 1 year or 2027 meeting Vesting condition for the options

Derivative holdings after grant 22,700 derivative securities Total options directly held post-transaction

Key Terms

Stock Option, exercise price, expiration date, 2026 Stock Incentive Plan, +1 more

5 terms

Stock Option financial

"security_title: "Stock Option""

A stock option is a contract that gives you the right to buy or sell a company's stock at a specific price within a certain time frame. People use them to potentially make money if the stock's price moves favorably or to protect against losses. It's like holding a coupon that can be used to buy or sell stock at a set price later on.

exercise price financial

"conversion_or_exercise_price: "13.2800""

The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.

expiration date financial

"expiration_date: "2036-05-12T00:00:00.000Z""

The expiration date is the deadline after which a financial contract, such as an option or a futures agreement, is no longer valid or can be exercised. It matters to investors because it determines the timeframe during which they can take action or benefit from the contract, similar to how a coupon or a food item has a limited period of usefulness. Once the expiration date passes, the contract loses its value or ability to be used.

2026 Stock Incentive Plan financial

"granted pursuant to the Issuer's 2026 Stock Incentive Plan"

Annual Meeting of Stockholders financial

"the Issuer's 2027 Annual Meeting of Stockholders"

Form 4 Insider Transactions: What Each Field Means →

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^*

BAGGER RICHARD H

(Last) (First) (Middle)

C/O TONIX PHARMACEUTICALS HOLDING CORP.

200 CONNELL DRIVE, SUITE 3100

(Street)

BERKELEY HEIGHTS NEW JERSEY 07922

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Tonix Pharmaceuticals Holding Corp. [ TNXP ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/12/2026

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

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	$13.28	05/12/2026		A		22,700		05/12/2027(1)	05/12/2036	Common Stock	22,700	$0.00(1)	22,700	D

Explanation of Responses:

1. The option was granted pursuant to the Issuer's 2026 Stock Incentive Plan, and vests on the earlier of the one year anniversary of the grant date and the Issuer's 2027 Annual Meeting of Stockholders.

	/s/ Jessica Morris, Attorney-in-Fact	05/14/2026
	** 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)

FAQ

What insider transaction did Tonix Pharmaceuticals (TNXP) report on this Form 4?

Tonix Pharmaceuticals reported that director Richard H. Bagger received a grant of stock options for 22,700 shares of common stock. This is a compensation-related award, not an open-market purchase or sale, and reflects routine equity-based director compensation.

How many stock options did Richard H. Bagger receive from Tonix Pharmaceuticals (TNXP)?

Richard H. Bagger received stock options for 22,700 shares of Tonix Pharmaceuticals common stock. The award represents a single option grant under the company’s 2026 Stock Incentive Plan, increasing his directly held derivative securities to 22,700 following the transaction.

What is the exercise price of Richard H. Bagger’s Tonix Pharmaceuticals (TNXP) stock options?

The stock options granted to Richard H. Bagger have an exercise price of $13.28 per share. This strike price is the amount he must pay per share to convert the options into common stock if he chooses to exercise them in the future.

When do Richard H. Bagger’s Tonix Pharmaceuticals (TNXP) stock options vest?

The options vest on the earlier of one year after the grant date or the company’s 2027 Annual Meeting of Stockholders. Vesting determines when the options become exercisable, aligning the award with continued board service through that timeframe.

When do Richard H. Bagger’s Tonix Pharmaceuticals (TNXP) stock options expire?

The stock options granted to Richard H. Bagger expire on May 12, 2036. After this expiration date, any unexercised portion of the 22,700-share option grant will lapse and can no longer be converted into Tonix Pharmaceuticals common stock.

Is Richard H. Bagger’s Tonix Pharmaceuticals (TNXP) option grant an open-market buy or sell?

The transaction is not an open-market buy or sell; it is a grant classified as an acquisition under code A. The options were awarded at no cost as director compensation pursuant to Tonix Pharmaceuticals’ 2026 Stock Incentive Plan.