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Unicycive Form 4: 652,900 Share Purchase by Director via Vivo Fund

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Unicycive Therapeutics director Gaurav Aggarwal reported a Form 4 disclosing a non-derivative purchase of 652,900 shares of common stock on 08/25/2025. Following the transaction, the report shows beneficial ownership of 1,789,915 shares attributed indirectly through Vivo Opportunity Fund Holdings L.P., of which the reporting person is a managing member. The filing also reports a disposition of 3,199.21 shares of Series A-2 Prime Preferred Stock (issued March 14, 2024) and explains each preferred share converts using an original per-share price of $1,000 divided by $4.90, subject to blocking provisions. The reporting person disclaims beneficial ownership except for pecuniary interest.

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Insights

TL;DR: Director increased reported common stock holdings indirectly via affiliated fund; preferred-to-common conversion terms reiterated.

The Form 4 shows a material acquisition of 652,900 common shares on 08/25/2025 recorded as an indirect holding through Vivo Opportunity Fund Holdings L.P. The filing clarifies the reporting person is a managing member of the GP and disclaims direct beneficial ownership except for pecuniary interest, which is standard for fund-related holdings. The disclosure of Series A-2 Prime Preferred Stock conversion mechanics is notable because it restates the conversion ratio derived from a $1,000 original per-share price and a $4.90 divisor, which affects potential common share dilution if conversions occur. No prices for the common share purchase are reported in the non-derivative section; however, the transaction code indicates an acquisition. Overall, the filing is a routine insider disclosure of fund-managed holdings with convertible preferred context.

TL;DR: Disclosure aligns with Section 16 norms; the reporting person properly attributes holdings to an affiliated fund and includes conversion detail for preferred stock.

The Form 4 appropriately identifies the reporting person as a director and the indirect ownership via Vivo Opportunity Fund Holdings L.P., with a standard disclaimer of beneficial ownership beyond pecuniary interest. The reporting of 1,789,915 beneficial shares after the transaction provides transparency on aggregate exposure. The note that Series A-2 Prime Preferred Stock was issued March 14, 2024 and lacks an expiration date is material to governance and capital structure transparency. No amendments or pricing inconsistencies are evident within the filing text provided.

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*
Aggarwal Gaurav

(Last) (First) (Middle)
C/O UNICYCIVE THERAPEUTICS, INC.
4300 EL CAMINO REAL SUITE 210

(Street)
LOS ALTOS CA 94022

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Unicycive Therapeutics, Inc. [ UNCY ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/25/2025
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
Common Stock 08/25/2025 C 652,900 A (1) 1,789,915 I By Vivo Opportunity Fund Holdings L.P.(2)
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
Series A-2 Prime Preferred Stock $4.9 08/25/2025 D 3,199.21 (3) (3) Common Stock 652,900 $1,000 0 I By Vivo Opportunity Fund Holdings L.P.(2)
Explanation of Responses:
1. Each share of Series A-2 Prime Preferred Stock is convertible into a number of shares of Common Stock obtained by dividing the Original Per Share Price ($1,000) by $4.90, subject to blocking provisions. Capitalized terms used but not defined herein shall have the meanings set forth in the Amended and Restated Certificate of Designation of Series A Convertible Voting Preferred Stock, filed as an exhibit to the Issuer's Periodic Report on Form 8-K on March 14, 2024.
2. Vivo Opportunity Fund Holdings, L.P. is the record holder of the securities. The Reporting Person is a managing member of Vivo Opportunity, LLC, which is the general partner of Vivo Opportunity Fund Holdings, L.P. The Reporting Person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
3. The shares of Series A-2 Prime Preferred Stock were issued on March 14, 2024 and do not have an expiration date.
/s/ Gaurav Aggarwal 08/26/2025
** 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.
Unicycive Therapeutics Inc

NASDAQ:UNCY

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UNCY Stock Data

125.94M
17.03M
3.56%
31.05%
7.26%
Biotechnology
Pharmaceutical Preparations
Link
United States
LOS ALTOS