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Theriva Biologics (TOVX) leader receives 475,000 stock options grant

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Theriva Biologics, Inc. reported an equity award to its senior leadership. On 01/05/2026, a reporting person who serves as director, CEO and CFO received an option grant over 475,000 shares of common stock at an exercise price of $0.241 per share.

The stock options become exercisable on a pro rata monthly basis over 36 months, starting on 02/01/2026, and are scheduled to expire on 01/04/2033 if not exercised. Following this grant, the reporting person held 475,000 derivative securities directly, aligning a portion of their compensation with the company’s future share performance.

Positive

  • None.

Negative

  • None.
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*
SHALLCROSS STEVEN A

(Last) (First) (Middle)
C/O THERIVA BIOLOGICS, INC., 9605
MEDICAL CENTER DRIVE, SUITE 270

(Street)
ROCKVILLE MD 20850

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Theriva Biologics, Inc. [ TOVX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
CEO and CFO
3. Date of Earliest Transaction (Month/Day/Year)
01/05/2026
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 Options (right to buy) $0.241 01/05/2026 A 475,000(1) 02/01/2026(1) 01/04/2033 Common Stock 475,000 $0 475,000 D
Explanation of Responses:
1. These stock options vest pro rata on a monthly basis over 36 months.
/s/ Steven A. Shallcross 01/06/2026
** 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.

FAQ

What insider transaction did Theriva Biologics (TOVX) report in this Form 4?

The company reported that a director who is also the CEO and CFO received a grant of stock options covering 475,000 shares of Theriva Biologics common stock.

What is the exercise price of the new Theriva Biologics (TOVX) stock options?

The stock options granted to the reporting person have an exercise price of $0.241 per share of common stock.

How do the newly granted Theriva Biologics (TOVX) options vest?

These stock options vest pro rata on a monthly basis over 36 months, with vesting beginning on 02/01/2026 according to the disclosure.

When do the Theriva Biologics (TOVX) options granted on 01/05/2026 expire?

The options are scheduled to expire on 01/04/2033 if they are not exercised before that date.

How many Theriva Biologics (TOVX) derivative securities does the insider hold after this transaction?

After the reported grant, the filing shows the reporting person beneficially owning 475,000 derivative securities (stock options) with direct ownership.

What roles does the reporting person hold at Theriva Biologics (TOVX)?

The reporting person is listed as a director and an officer, serving as both CEO and CFO of Theriva Biologics, Inc.

THERIVA BIOLOGICS INC

NYSE:TOVX

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7.39M
34.95M
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5.19%
Biotechnology
Pharmaceutical Preparations
Link
United States
ROCKVILLE