[Form 4] VERU INC. Insider Trading Activity

Rhea-AI Filing Summary

Michael L. Rankowitz, a director of VERU Inc. (VERU), reported an acquisition of equity-linked compensation on 10/01/2025. The filing records the grant of 7,000 common stock options with an exercise price of $3.89, exercisable beginning 10/01/2026 and expiring 10/01/2035.

The options vest in three equal installments, with one-third vesting on each of 10/01/2026, 10/01/2027, and 10/01/2028. After the reported transaction the filing shows beneficial ownership of 7,000 shares/options held directly. The Form 4 was signed via power of attorney by Phil R. Greenberg on 10/03/2025.

Positive

• 7,000 options granted to a director, indicating board alignment with shareholder interests
• Options vest in thirds on 10/01/2026, 10/01/2027, and 10/01/2028, promoting multi-year retention
• 10‑year exercise window (expiring 10/01/2035) gives extended time for potential exercise

Negative

• None.

Insights

Corporate Governance Specialist

Director received time‑vested options aligning incentives with multi‑year performance.

The grant of 7,000 options to Director Michael L. Rankowitz vests in thirds over three years, which is a common design to retain board-level talent and align long‑term incentives with shareholder value.

The exercise price of $3.89 and the 10‑year term (expiring 10/01/2035) set the window for potential future share purchases; the filing shows these are held directly, indicating no indirect control layer disclosed.

Equity Compensation Analyst

Vesting schedule delays full economic benefit until 2028, pacing dilution.

One‑third vesting on each of 10/01/2026, 10/01/2027, and 10/01/2028 staggers potential exercise and any resulting dilution over three years rather than immediately.

The option exercise price is explicitly $3.89 and the underlying amount is 7,000 common shares; the filing does not disclose the grant’s accounting treatment or total outstanding share count, so precise dilution impact cannot be calculated from this Form 4 alone.

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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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^*

Rankowitz Michael L

(Last) (First) (Middle)

2916 N. MIAMI AVENUE

SUITE 1000

(Street)

MIAMI FL 33127

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
VERU INC. [ VERU ]

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)
10/01/2025

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
Common Stock Option	$3.89	10/01/2025		A		7,000		10/01/2026(1)	10/01/2035	Common Stock	7,000	$0	7,000	D

Explanation of Responses:

1. Options for one-third of the shares vest on each of October 1, 2026, October 1, 2027 and October 1, 2028.

	/s/ Phil R. Greenberg, via Power of Attorney	10/03/2025
	** 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.
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FAQ

Who filed the Form 4 for VERU (VERU)?

The reporting person is Michael L. Rankowitz, a director of VERU; the Form 4 was signed via power of attorney by Phil R. Greenberg on 10/03/2025.

What security and amount were reported in the VERU Form 4?

The filing reports a grant of 7,000 common stock options (underlying 7,000 shares).

What is the exercise price and term of the options reported for VERU?

The options have an exercise price of $3.89, are exercisable starting 10/01/2026, and expire on 10/01/2035.

How do the options granted to the VERU director vest?

Options vest in three equal parts: one-third on each of 10/01/2026, 10/01/2027, and 10/01/2028.

Does the Form 4 disclose the reporting person’s ownership after the transaction?

Yes; the filing shows beneficial ownership of 7,000 shares/options held directly following the transaction.