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Vogenx details 700,000-share Cheatham stake

Vogenx, Inc. (VOGX) reports initial beneficial ownership on a Form 3 for three reporting persons: Richard Bentley Cheatham, Lynn Anne Cheatham, and Stanhope-1, LLC, each identified as a ten percent owner.

(Neutral)
(Neutral)
Form Type
3

Rhea-AI Filing Summary

Vogenx, Inc. (VOGX) reports initial beneficial ownership on a Form 3 for three reporting persons: Richard Bentley Cheatham, Lynn Anne Cheatham, and Stanhope-1, LLC, each identified as a ten percent owner. Stanhope-1, LLC holds 700,000 shares of Common Stock indirectly for the Cheathams, who as managers share voting and dispositive power over these securities.

Dr. Richard Cheatham also holds stock options directly. One option covers 50,000 shares of Common Stock at an exercise price of $0.93 per share and is fully vested and exercisable. A second option covers 21,666 shares at an exercise price of $1.14 per share, vesting in three equal installments of 7,222 shares on April 1, 2026, 2027, and 2028, subject to his continued service.

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Insider Cheatham Richard Bentley, Stanhope-1, LLC, Cheatham Lynn Anne
Role 10% Owner | 10% Owner | 10% Owner
Type Security Shares Price Value
holding Stock Option (right to buy) F2, F3 -- -- --
holding Stock Option (right to buy) F4, F3 -- -- --
holding Common Stock F1 -- -- --
Holdings After Transaction: Stock Option (right to buy) — 71,666 contracts (Direct); Common Stock — 700,000 shares (Indirect, See Note 1)
Footnotes (4)
  1. F1. Each of Richard Cheatham and Lynn Anne Cheatham is a manager of Stanhope-1, LLC, the direct owner of the securities, and shares voting and dispositive power over such securities.
  2. F2. The shares subject to this option are fully vested and exercisable as of the date hereof.
  3. F3. The securities are owned directly by Dr. Cheatham.
  4. F4. The shares subject to this option vest as to 7,222 shares on April 1, 2026, 7,222 shares on April 1, 2027, and 7,222 shares on April 1, 2028, subject to Dr. Cheatham's continued service on each such vesting date.
Indirectly held Common Stock 700,000 shares Common Stock held by Stanhope-1, LLC with shared voting and dispositive power
Stock option underlying shares 50,000 shares Common Stock underlying fully vested option at $0.93 exercise price
Stock option exercise price $0.93 per share Exercise price for 50,000-share option expiring 2032-07-27
Second option underlying shares 21,666 shares Common Stock underlying option at $1.14 exercise price expiring 2036-01-01
Second option exercise price $1.14 per share Exercise price for 21,666-share option vesting 2026–2028
Tranche vesting size 7,222 shares Each annual vesting tranche (2026, 2027, 2028) of the 21,666-share option
ten percent owner regulatory
"Each reporting person is identified as a ten percent owner."
Stock Option (right to buy) financial
"Security title is listed as Stock Option (right to buy)."
voting and dispositive power financial
"Shares voting and dispositive power over such securities."
indirect financial
"Common Stock holding reported with indirect ownership and Note 1."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What does VOGX’s Form 3 disclose about major shareholders?

The Form 3 lists Richard Bentley Cheatham, Lynn Anne Cheatham, and Stanhope-1, LLC as ten percent owners of Vogenx, Inc. Stanhope-1, LLC directly owns 700,000 shares of Common Stock, over which the Cheathams share voting and dispositive power.

How many VOGX shares are held indirectly through Stanhope-1, LLC?

Stanhope-1, LLC is reported as the direct owner of 700,000 shares of Vogenx Common Stock. Richard and Lynn Anne Cheatham, as managers of Stanhope-1, LLC, share voting and dispositive power over these securities according to the filing footnote.

What stock options in VOGX does Dr. Richard Cheatham hold?

Dr. Cheatham holds two stock options: one for 50,000 shares of Vogenx Common Stock at an exercise price of $0.93 per share, fully vested, and another for 21,666 shares at $1.14 per share, vesting in three equal tranches in 2026, 2027, and 2028.

Are Dr. Cheatham’s VOGX options fully vested as of the Form 3 date?

One option for 50,000 shares at $0.93 is fully vested and exercisable as of the reporting date. A second option for 21,666 shares at $1.14 per share vests in three installments on April 1 of 2026, 2027, and 2028, subject to his continued service.

Do the Cheathams have voting power over VOGX shares held by Stanhope-1, LLC?

Yes. A footnote states that each of Richard and Lynn Anne Cheatham is a manager of Stanhope-1, LLC, the direct owner of the Vogenx securities, and that they share voting and dispositive power over those 700,000 shares of Common Stock.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
SEC Form 3
FORM 3UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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:3235-0104
Estimated average burden
hours per response:0.5
1. Name and Address of Reporting Person*
Cheatham Richard Bentley

(Last)(First)(Middle)
C/O VOGENX, INC.
PO BOX 19469

(Street)
RALEIGH NORTH CAROLINA 27619

(City)(State)(Zip)

UNITED STATES

(Country)
2. Date of Event Requiring Statement (Month/Day/Year)
08/11/2026
3. Issuer Name and Ticker or Trading Symbol
Vogenx, Inc. [ VOGX ]
3a. Foreign Trading Symbol
5. If Amendment, Date of Original Filed (Month/Day/Year)
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below)Other (specify below)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock700,000ISee Note 1(1)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year)3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (right to buy) (2)07/27/2032Common Stock50,000$0.93D(3)
Stock Option (right to buy) (4)01/01/2036Common Stock21,666$1.14D(3)
1. Name and Address of Reporting Person*
Cheatham Richard Bentley

(Last)(First)(Middle)
C/O VOGENX, INC.
PO BOX 19469

(Street)
RALEIGH NORTH CAROLINA 27619

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Stanhope-1, LLC

(Last)(First)(Middle)
C/O VOGENX, INC.
PO BOX 19469

(Street)
RALEIGH NORTH CAROLINA 27619

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Cheatham Lynn Anne

(Last)(First)(Middle)
C/O VOGENX, INC.
PO BOX 19469

(Street)
RALEIGH NORTH CAROLINA 27619

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
Explanation of Responses:
1. Each of Richard Cheatham and Lynn Anne Cheatham is a manager of Stanhope-1, LLC, the direct owner of the securities, and shares voting and dispositive power over such securities.
2. The shares subject to this option are fully vested and exercisable as of the date hereof.
3. The securities are owned directly by Dr. Cheatham.
4. The shares subject to this option vest as to 7,222 shares on April 1, 2026, 7,222 shares on April 1, 2027, and 7,222 shares on April 1, 2028, subject to Dr. Cheatham's continued service on each such vesting date.
Remarks:
Exhibit 24.1 - Power of Attorney for Richard Cheatham Exhibit 24.2 - Power of Attorney for Stanhope-1, LLC Exhibit 24.3 - Power of Attorney for Lynn Anne Cheatham
/s/ Steven R. Delmar, Attorney-in-Fact for Richard Cheatham08/11/2026
/s/ Steven R. Delmar, Attorney-in-Fact for Stanhope-1, LLC08/11/2026
/s/ Steven R. Delmar, Attorney-in-Fact for Lynn Anne Cheatham08/11/2026
** Signature of Reporting PersonDate
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 5 (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.
* Form 3: SEC 1473 (03-26)

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