Vistagen Therapeutics, Inc. filings document regulatory and corporate events for a Nasdaq-listed late clinical-stage biopharmaceutical company. Recent Form 8-K disclosures cover clinical program updates for fasedienol in the PALISADE social anxiety disorder program, FDA-related developments for refisolone under an IND application, and Regulation FD materials such as corporate presentations.
The company’s filings also record governance and capital-structure matters, including board departures, Audit Committee composition and Nasdaq listing-rule compliance, employee retention awards under the Amended and Restated 2019 Omnibus Equity Incentive Plan, and workforce and cash-management actions tied to clinical-development priorities.
Vistagen Therapeutics director Jon S. Saxe received a grant of non-qualified stock options. The Form 4 reports a grant of 17,600 options on 09/09/2025 with an exercise price of $3.61 and an expiration date of 09/09/2035. The filing shows 17,600 underlying shares beneficially owned following the transaction and lists the reporting persons relationship to the issuer as a Director. The grant was made under the issuers Amended and Restated 2019 Omnibus Equity Incentive Plan, and the options "vest in twelve equal monthly installments, beginning on the date of the grant," per the filing. The Form 4 was signed by an attorney-in-fact on 09/11/2025.
Vistagen Therapeutics director Mary L. Rotunno was granted a non-qualified stock option to buy 17,600 shares of common stock at an exercise price of $3.61. The option grant was reported with a transaction date of 09/09/2025 and a filing signature dated 09/11/2025. The options vest in twelve equal monthly installments beginning on the grant date and expire on 09/09/2035. The reporting person is identified as a director and the Form 4 was filed by one reporting person.
Margaret M. FitzPatrick, a director of Vistagen Therapeutics, Inc. (VTGN), was granted a non-qualified stock option on 09/09/2025 to purchase 17,600 shares of common stock at an exercise price of $3.61 per share. The option vests in twelve equal monthly installments beginning on the grant date, is exercisable immediately as installments vest, and expires on 09/09/2035. The filing reports the shares as directly beneficially owned following the grant, totaling 17,600 shares.
The Form 4 was submitted as a single reporting person filing and was signed by Cynthia Anderson as attorney-in-fact on 09/11/2025. No other transactions, cash proceeds, or derivative securities beyond this option grant are disclosed in the filing.
Form 4: Director Joanne Curley received a grant of non-qualified stock options in Vistagen Therapeutics, Inc. (VTGN). The options were granted on 09/09/2025 with an exercise price of $3.61 and cover 17,600 shares of common stock. The options vest in twelve equal monthly installments beginning on the grant date and expire on 09/09/2035. Following the transaction, Ms. Curley beneficially owns 17,600 options directly. The report was filed by an attorney-in-fact on 09/11/2025.
Insider option grant reported for Vistagen Therapeutics (VTGN). Director Ann Cunningham was granted a non-qualified stock option to buy 17,600 shares of common stock at an exercise price of $3.61 per share. The option vests in twelve equal monthly installments beginning on the grant date and is exercisable through 09/09/2035. Following the reported transaction, the reporting person beneficially owns 17,600 shares subject to the option as direct ownership. The grant was made under the company's Amended and Restated 2019 Omnibus Equity Incentive Plan.
Janus Henderson Group plc and an affiliated fund reported a significant passive stake in Vistagen Therapeutics, Inc. The filing shows Janus Henderson Group plc (through its entities) beneficially owns 4,165,767 shares, representing 13.6% of the class, with shared voting and dispositive power over those shares. Separately, Janus Henderson Biotech Innovation Master Fund Ltd reports beneficial ownership of 3,575,276 shares, representing 11.7% of the class.
The Schedule 13G indicates these positions are held in the ordinary course of business and not for the purpose of influencing control. The filing identifies the issuer's principal office in South San Francisco and lists Janus Henderson entities as registered investment advisers or related subsidiaries involved in managing the holdings. Signatures are provided by the Head of North America Compliance, dated 09/08/2025.
Great Point Partners and two principals report beneficial ownership of 2,055,834 shares of Vistagen Therapeutics (VTGN), representing 6.59% of the outstanding common stock. The reported interest consists of warrants exercisable into common stock and is calculated using 29,157,733 shares outstanding as reported by the issuer.
The filing is a joint Schedule 13G/A by Great Point Partners, LLC, Dr. Jeffrey R. Jay, M.D., and Ms. Lillian Nordahl, each disclosing shared voting and dispositive power over 2,055,834 shares. The warrants contain a Beneficial Ownership Cap that limits exercise so the holder would not exceed 9.99% ownership, and the reporting persons disclaim beneficial ownership of underlying shares except to the extent of pecuniary interest.