VivoSim Labs (VIVS) executive chairman awarded 15,000 restricted stock units

Rhea-AI Filing Summary

VivoSim Labs executive chairman Murphy Keith received 15,000 shares of common stock as a stock-based award. The grant took place on January 27, 2026 at a price of $0.00 per share and is represented by restricted stock units.

The restricted stock units vest on the earlier of January 27, 2027 or the date of the next annual meeting of stockholders, with possible acceleration if there is a change of control. After this grant, Keith beneficially owned 26,053 shares of VivoSim Labs common stock, with all reported share amounts reflecting a prior 1-for-12 reverse stock split effective March 20, 2025.

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

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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^*

Murphy Keith

(Last) (First) (Middle)

11555 SORRENTO VALLEY ROAD SUITE 100

(Street)

SAN DIEGO CA 92121

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
VivoSim Labs, INC. [ VIVS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EXECUTIVE CHAIRMAN

3. Date of Earliest Transaction (Month/Day/Year)
01/27/2026

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
Common Stock	01/27/2026		A		15,000(1)	A	$0.00	26,053(2)	D

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

Explanation of Responses:

1. The reported securities are represented by restricted stock units, which shall vest on the earlier of January 27, 2027 or the date of the next annual meeting of stockholders held by the Issuer, subject to acceleration in the event of a change of control.

2. Effective on March 20, 2025, the Issuer conducted a reverse stock split of its common stock at a ratio of 1-for-12 (the "Reverse Split"). All share numbers reported herein give effect to the Reverse Split.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Norman Staskey, attorney-in-fact	01/29/2026
	** 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 VivoSim Labs (VIVS) report for Murphy Keith?

VivoSim Labs reported that executive chairman and director Murphy Keith received 15,000 shares of common stock on January 27, 2026. These shares are in the form of restricted stock units granted at a price of $0.00 per share under an equity award.

How many VivoSim Labs (VIVS) shares does Murphy Keith own after this Form 4 transaction?

After the reported transaction, Murphy Keith beneficially owned 26,053 shares of VivoSim Labs common stock. This total reflects the 15,000-share stock-based award and gives effect to the issuer’s previously completed 1-for-12 reverse stock split of its common stock.

What are the vesting terms of Murphy Keith’s 15,000 restricted stock units at VivoSim Labs (VIVS)?

The 15,000 reported securities are restricted stock units that vest on the earlier of January 27, 2027 or the date of VivoSim Labs’ next annual stockholder meeting. Vesting is also subject to potential acceleration if there is a change of control of the company.

At what price were Murphy Keith’s VivoSim Labs (VIVS) shares acquired in this Form 4?

The 15,000 shares of VivoSim Labs common stock reported in this Form 4 were acquired at a price of $0.00 per share. This indicates an equity-based award rather than an open-market purchase for cash consideration by the reporting person.

How did VivoSim Labs’ reverse stock split affect the share numbers in this Form 4?

VivoSim Labs completed a 1-for-12 reverse stock split of its common stock effective March 20, 2025. All share numbers in this Form 4, including the 15,000-share grant and the 26,053 shares owned after the transaction, already reflect the reverse split adjustment.

What roles does Murphy Keith hold at VivoSim Labs (VIVS) according to this Form 4?

According to the filing, Murphy Keith is both a director and an officer of VivoSim Labs, serving as executive chairman. The Form 4 identifies his relationship to the issuer and reports the stock-based compensation he received in that capacity on January 27, 2026.