Traws Pharma (TRAW) reports director RSU and stock option awards

Rhea-AI Filing Summary

Traws Pharma, Inc. reported a new equity award to one of its directors. On 12/12/2025, the director acquired 4,058 restricted stock units of common stock at a stated price of $0 per share and was granted 16,234 stock options with a $2.33 exercise price. The restricted stock units will vest 100% on the first anniversary of the grant date, with each unit converting into one share of common stock. The stock options also vest 100% on the first anniversary of the grant date and are exercisable into 16,234 shares of common stock from 12/12/2026 until their expiration on 12/12/2035.

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^*

Leaman John Harold

(Last) (First) (Middle)

C/O TRAWS PHARMA, INC.

12 PENNS TRAIL

(Street)

NEWTON PA 18940

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Traws Pharma, Inc. [ TRAW ]

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)
12/12/2025

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
Common Stock	12/12/2025		A		4,058(1)	A	$0	4,058	D

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 purchase)	$2.33	12/12/2025		A		16,234		12/12/2026(2)	12/12/2035	Common Stock	16,234	$0	16,234	D

Explanation of Responses:

1. Represents an award of restricted stock units that will vest 100% on the first anniversary of the grant date. Each restricted stock unit will convert into shares of common stock on a one-for-one basis.

2. The options vest 100% on the first anniversary of the grant date.

	/s/ John Leaman	12/16/2025
	** 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).
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FAQ

What insider transaction did Traws Pharma (TRAW) report in this Form 4?

Traws Pharma reported that a director received 4,058 restricted stock units of common stock and was granted 16,234 stock options on 12/12/2025.

How many restricted stock units did the Traws Pharma director receive and when do they vest?

The director received 4,058 restricted stock units, which will vest 100% on the first anniversary of the grant date. Each unit converts into one share of common stock.

What are the key terms of the Traws Pharma director stock options?

The director was granted 16,234 stock options with a $2.33 exercise price. The options vest 100% on the first anniversary of the grant date, become exercisable on 12/12/2026, and expire on 12/12/2035.

At what price were the Traws Pharma restricted stock units and options reported in the filing?

The restricted stock units were reported at a stated price of $0 per share, while the stock options have a $2.33 exercise price per share.

Is the Traws Pharma director’s ownership reported as direct or indirect?

Following the reported transactions, the director’s beneficial ownership shown in the filing is reported as direct (D).

How many derivative securities does the Traws Pharma director beneficially own after this grant?

After the grant, the director beneficially owns 16,234 derivative securities in the form of stock options, as reported in the filing.