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TRex Bio director Marcus converts preferred shares

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Form Type
4

Rhea-AI Filing Summary

TRex Bio, Inc. director Joel S. Marcus reported that 161,828 shares of Series B Convertible Preferred Stock automatically converted into 41,871 shares of Common Stock on October 13, 2026, at a 3.8649-to-1 basis, without further consideration, immediately before the closing of the issuer’s initial public offering. He directly held 41,871 common shares and zero Series B preferred shares after the conversion.

Insider MARCUS JOEL S
Role Director
Type Security Shares Price Value
Conversion Series B Convertible Preferred Stock F1 161,828 $0.00 $0.00
Conversion Common Stock F1 41,871 -- --
Holdings After Transaction: Series B Convertible Preferred Stock — 0 contracts (Direct); Common Stock — 41,871 shares (Direct)
Footnotes (1)
  1. F1. On October 13, 2026, the shares of Series B Convertible Preferred Stock automatically converted into shares of Common Stock on a 3.8649-to-1 basis without payment of further consideration immediately prior to the closing of the Issuer's initial public offering. The shares have no expiration date.
Series B Convertible Preferred Stock converted 161,828 shares October 13, 2026
Common Stock acquired in conversion 41,871 shares October 13, 2026
Conversion basis 3.8649-to-1 Series B Convertible Preferred Stock into Common Stock
Series B preferred shares following transaction 0 shares Direct holdings after the conversion
Series B Convertible Preferred Stock financial
"shares of Series B Convertible Preferred Stock automatically converted"
Series B convertible preferred stock is a class of shares sold during a later-stage private financing that combines features of a loan and common stock: it usually pays priority dividends or has a priority claim if the company is sold, and it can be converted into common shares under predefined rules. Investors care because these shares affect ownership stakes and payout order—like having a reserved place in line and a ticket that can turn into regular ownership—so they influence potential returns and dilution for other shareholders.
automatically converted financial
"shares of Series B Convertible Preferred Stock automatically converted"
initial public offering financial
"immediately prior to the closing of the Issuer's initial public offering"
An initial public offering (IPO) is when a private company first sells its shares to the public and becomes a stock-listed company. It matters because it allows the company to raise money from a wide range of investors, helping it grow, while giving early shareholders a way to sell some of their ownership.

FAQ

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How many TRXB shares did director Joel S. Marcus receive in the conversion?

Joel S. Marcus received 41,871 shares of Common Stock when 161,828 shares of Series B Convertible Preferred Stock automatically converted on October 13, 2026. The conversion was on a 3.8649-to-1 basis, without further consideration, immediately before the initial public offering closed.

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SEC Form 4
FORM 4UNITED 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*
MARCUS JOEL S

(Last)(First)(Middle)
C/O TREX BIO, INC.
269 EAST GRAND AVENUE, SUITE 300

(Street)
SOUTH SAN FRANCISCO CALIFORNIA 94080

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
TRex Bio, Inc. [ TRXB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
10/13/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock10/13/2026C41,871A(1)41,871D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Series B Convertible Preferred Stock(1)10/13/2026C161,828 (1) (1)Common Stock41,871$00D
Explanation of Responses:
1. On October 13, 2026, the shares of Series B Convertible Preferred Stock automatically converted into shares of Common Stock on a 3.8649-to-1 basis without payment of further consideration immediately prior to the closing of the Issuer's initial public offering. The shares have no expiration date.
/s/ Brandon Hants, as attorney-in-fact10/13/2026
** Signature of Reporting PersonDate
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)

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