[Form 4] Virios Therapeutics, Inc. Common Stock Insider Trading Activity

Rhea-AI Filing Summary

Dogwood Therapeutics, Inc. (DWTX) filed a low-complexity Form 4 reporting insider activity by director Abel De La Rosa on 06/18/2025. The filing shows two identical grants of 210 non-qualified stock options each, for a combined total of 420 options.

Key terms of the options:

• Exercise price: $4.80 per share
• Vesting/first exercisable date: 06/18/2026
• Expiration date: 06/18/2035
• Ownership form: Direct

No common shares were bought or sold and no other derivative transactions were reported. After the grants, De La Rosa’s beneficial ownership consists solely of the 420 options. The transaction is coded “A” (acquisition) and was filed on 06/23/2025.

Positive

• Alignment of interests: Granting stock options ties the director’s future compensation to share-price performance, potentially enhancing shareholder alignment.

Negative

• Immaterial size: Only 420 options were granted, limiting any signal value for investors.
• No cash purchase: Because the insider did not buy shares outright, the filing does not indicate immediate monetary commitment.

Insights

Corporate Governance Expert

TL;DR: Routine option grant; small size, neutral market impact.

The Form 4 reflects a standard director compensation grant—420 options at $4.80 strike, vesting after one year and expiring in 2035. The amount is immaterial relative to typical trading volumes and market capitalization; no open-market purchase was made, so cash commitment is zero. While the grant aligns director incentives with shareholders, the low share count means it is unlikely to influence valuation or signal meaningful insider confidence. Overall, this appears to be a scheduled, non-market-moving disclosure required under Section 16(a).

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^*

De La Rosa Abel

(Last) (First) (Middle)

C/O DOGWOOD THERAPEUTICS, INC.

44 MILTON AVENUE

(Street)

ALPHARETTA GA 30009

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Dogwood Therapeutics, Inc. [ DWTX ]

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)
06/18/2025

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
Stock Option (right to buy)	$4.8	06/18/2025		A		210		06/18/2026	06/18/2035	Common Stock	210	$0	210	D
Stock Option (right to buy)	$4.8	06/18/2025		A		210		06/18/2026	06/18/2035	Common Stock	210	$0	420	D

Explanation of Responses:

	/s/ Greg Duncan, Attorney-in-Fact	06/23/2025
	** 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 Dogwood Therapeutics (DWTX) report on the latest Form 4?

Director Abel De La Rosa received two grants totaling 420 stock options at a $4.80 exercise price on 06/18/2025.

Did the Dogwood Therapeutics director buy or sell common shares?

No. The filing shows no common-stock purchases or sales; only option grants were reported.

When can the newly granted options to Abel De La Rosa be exercised?

The options become exercisable on 06/18/2026 and expire on 06/18/2035.

How many derivative securities does the director own after this transaction?

Following the grants, De La Rosa beneficially owns 420 stock options and no reported common shares.

What was the transaction code used in the Form 4 filing?

The transaction is coded "A" for acquisition of derivative securities.