Tvardi Therapeutics (TVRD) CMO awarded 45,000 stock options at $3.90 exercise price

Rhea-AI Filing Summary

Tvardi Therapeutics, Inc. reported that its Chief Medical Officer, Kauh John Saewook, M.D., received an employee stock option grant on January 29, 2026. The award covers 45,000 options to buy common stock at an exercise price of $3.90 per share.

These options vest in equal monthly installments over 48 months starting January 29, 2026, as long as the executive remains in continuous service. Following this grant, the reporting person beneficially owns 45,000 derivative securities, all held as direct ownership.

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
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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)
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		45,000		(1)	01/29/2036	Common Stock	45,000	$0	45,000	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) report on this Form 4?

Tvardi Therapeutics reported an employee stock option grant to its Chief Medical Officer. The grant covers 45,000 options to purchase common stock, recorded as an acquisition of derivative securities with no cash paid at grant and direct beneficial ownership afterward.

How many stock options did the Tvardi Therapeutics (TVRD) CMO receive?

The Chief Medical Officer received 45,000 employee stock options. Each option represents the right to buy one share of Tvardi Therapeutics common stock, and all 45,000 derivative securities are shown as beneficially owned directly following the reported transaction on January 29, 2026.

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

The employee stock options have an exercise price of $3.90 per share. This means the holder can purchase Tvardi Therapeutics common stock at $3.90 for each option, subject to the vesting schedule and remaining within the stated expiration date of January 29, 2036.

When do the Tvardi Therapeutics (TVRD) options start vesting and over what period?

The options begin vesting on January 29, 2026. They vest and become exercisable in equal monthly installments over 48 months, provided the reporting person maintains continuous service with Tvardi Therapeutics through each applicable vesting date during that four-year period.

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

The reporting person, Kauh John Saewook, M.D., serves as Chief Medical Officer of Tvardi Therapeutics. The Form 4 identifies him as an officer, not a director or 10% owner, and the reported employee stock option grant is tied to this executive role.

How long are the Tvardi Therapeutics (TVRD) options exercisable for the CMO?

The employee stock options expire on January 29, 2036. Subject to vesting and continuous service, this provides a long exercise window, during which the Chief Medical Officer may purchase common shares at the fixed $3.90 per-share exercise price.