Tvardi Therapeutics (TVRD) CMO receives 17,500-share stock option grant

Rhea-AI Filing Summary

Tvardi Therapeutics, Inc. Chief Medical Officer, filing as a single reporting person, reported a new grant of employee stock options. On 12/16/2025, the officer received an option to purchase 17,500 shares of common stock at an exercise price of $4.2 per share, held as direct ownership. The option expires on 12/16/2035.

According to the vesting terms, 25% of the shares subject to the option will vest on December 16, 2026. The remaining 75% will then vest in equal monthly installments over the following 36 months, conditioned on the officer’s continuous service through each vesting date.

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

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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^*

Kauh John Saewook M.D.

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
12/16/2025

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

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)	$4.2	12/16/2025		A		17,500		(1)	12/16/2035	Common Stock	17,500	$0	17,500	D

Explanation of Responses:

1. 25% of the shares subject to the option shall vest on December 16, 2026, and the balance of the shares subject to the option shall vest in equal monthly installments over the following 36 months, subject to the Reporting Person's continuous service through each applicable vesting date.

	/s/ Dan Conn, Attorney-in-Fact	12/18/2025
	** 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).
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) report in this Form 4?

The filing reports that the Chief Medical Officer received an employee stock option to purchase 17,500 shares of Tvardi Therapeutics common stock.

What is the exercise price of the Tvardi Therapeutics (TVRD) stock options?

The employee stock option has an exercise price of $4.2 per share.

When do the newly granted Tvardi Therapeutics (TVRD) options start vesting?

The filing states that 25% of the option shares vest on December 16, 2026.

How do the remaining Tvardi Therapeutics (TVRD) option shares vest for the Chief Medical Officer?

After the initial 25% vests on December 16, 2026, the balance of the shares will vest in equal monthly installments over the following 36 months, subject to continuous service.

What is the expiration date of the Tvardi Therapeutics (TVRD) stock options reported?

The employee stock option reported in the filing has an expiration date of December 16, 2035.

Is the reported Tvardi Therapeutics (TVRD) Form 4 filed by more than one insider?

No. The document indicates that the Form is filed by one reporting person, who serves as Chief Medical Officer.