Tvardi Therapeutics (TVRD) CEO receives 115,000-share stock option grant

Rhea-AI Filing Summary

Tvardi Therapeutics, Inc. reported an insider equity award for its chief executive officer and director, Alibhai Imran Nizamudin. On January 29, 2026, he received an employee stock option covering 115,000 shares of common stock at an exercise price of $3.9 per share.

These options vest in equal monthly installments over 48 months starting January 29, 2026, contingent on his continued service with the company. Following this grant, he beneficially owns 115,000 derivative securities directly through this option award.

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^*

Alibhai Imran Nizamudin

(Last) (First) (Middle)

C/O TVARDI THERAPEUTICS, INC.

3 SUGAR CREEK CTR BLVD, STE 525

(Street)

SUGAR LAND TX 77478

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Tvardi Therapeutics, Inc. [ TVRD ]

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)
01/29/2026

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
Employee Stock Option (right to buy)	$3.9	01/29/2026		A		115,000		(1)	01/29/2036	Common Stock	115,000	$0	115,000	D

Explanation of Responses:

1. The shares subject to the option shall vest and become exercisable in equal monthly installments over 48 months commencing on January 29, 2026, subject to the Reporting Person's continuous service through each applicable vesting date.

	/s/ Dan Conn, Attorney-in-Fact	02/02/2026
	** 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 Tvardi Therapeutics (TVRD) disclose for its CEO?

Tvardi Therapeutics disclosed a stock option grant to its CEO. On January 29, 2026, Chief Executive Officer and director Alibhai Imran Nizamudin received employee stock options for 115,000 shares of common stock, as reported on a Form 4 insider filing.

How many stock options did Tvardi Therapeutics CEO receive according to the Form 4?

The CEO received options for 115,000 shares. The Form 4 shows an employee stock option award covering 115,000 shares of Tvardi Therapeutics common stock, all held directly by Chief Executive Officer and director Alibhai Imran Nizamudin after the reported transaction.

What is the exercise price of the Tvardi Therapeutics CEO’s stock options?

The exercise price of the options is $3.9 per share. The employee stock option reported on the Form 4 allows Chief Executive Officer Alibhai Imran Nizamudin to purchase up to 115,000 shares of Tvardi Therapeutics common stock at this fixed exercise price.

When do the Tvardi Therapeutics CEO’s options start vesting and over what period?

Vesting begins January 29, 2026 and runs 48 months. The options vest and become exercisable in equal monthly installments over four years, starting on January 29, 2026, conditioned on the reporting person’s continuous service through each vesting date.

How many derivative securities does the Tvardi CEO own after this Form 4 transaction?

He beneficially owns 115,000 derivative securities. After the reported grant, the Form 4 lists 115,000 employee stock options directly held by Chief Executive Officer and director Alibhai Imran Nizamudin, representing rights to acquire common stock at the stated exercise price.

Is the Tvardi Therapeutics CEO’s stock option award a direct or indirect holding?

The stock option award is reported as a direct holding. The Form 4 lists the ownership form for the 115,000 employee stock options as “D” for direct, with no referenced trust, partnership, or other indirect ownership entity in the filing.