Tvardi Therapeutics (TVRD) officer receives 4,000-share stock option grant

Rhea-AI Filing Summary

Tvardi Therapeutics, Inc. reported that one of its officers, serving as Principal Accounting Officer, received an employee stock option grant. The option allows the officer to buy 4,000 shares of common stock at an exercise price of $4.2 per share, with a stated expiration date of December 16, 2035.

According to the vesting terms, 25% of the option shares will vest on December 16, 2026. The remaining shares will then vest in equal monthly installments over the following 36 months, as long as the officer continues to provide service through each vesting date. After this grant, the officer beneficially owns 4,000 derivative securities directly.

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^*

O'Brien Stephen Paul

(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)
	Principal Accounting 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		4,000		(1)	12/16/2035	Common Stock	4,000	$0	4,000	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 on this Form 4?

Tvardi Therapeutics reported that an officer who serves as Principal Accounting Officer received an employee stock option to purchase 4,000 shares of common stock.

What is the exercise price and expiration date of the new Tvardi (TVRD) stock option grant?

The employee stock option has an exercise price of $4.2 per share and an expiration date of December 16, 2035.

How do the 4,000 Tvardi Therapeutics (TVRD) option shares vest for the officer?

25% of the option shares vest on December 16, 2026, with the remaining shares vesting in equal monthly installments over the next 36 months, subject to continuous service.

How many derivative securities does the Tvardi (TVRD) officer own after this transaction?

Following this option grant, the officer beneficially owns 4,000 derivative securities directly, corresponding to the reported employee stock option.

What role does the reporting person hold at Tvardi Therapeutics (TVRD)?

The reporting person is identified as an officer of Tvardi Therapeutics, serving as the company’s Principal Accounting Officer.

Is the Tvardi (TVRD) Form 4 filed by one or multiple reporting persons?

The document indicates that the Form 4 is filed by one reporting person, not by a group.