Shalom Hirschman adds 70,149 KLTO shares via contingent merger consideration

Rhea-AI Filing Summary

Shalom Hirschman, identified as a director of Klotho Neurosciences, Inc. (KLTO), reported receiving 70,149 shares of common stock on 08/05/2025 as contingent merger consideration. The Form 4 shows the acquisition was recorded as an acquisition (code A) and the filing was signed on 08/07/2025.

Following the reported transaction, Mr. Hirschman's reported beneficial ownership increased to 558,873 shares, held directly. The filing lists his Charlotte, NC address and identifies his relationship to the issuer as a director.

Positive

• Director received 70,149 common shares as contingent merger consideration, increasing direct beneficial ownership to 558,873 shares.
• Clear disclosure of transaction date (08/05/2025) and signature date (08/07/2025) provides transparency on timing of the award.

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Director received contingent merger consideration of 70,149 KLTO shares, raising direct beneficial ownership to 558,873.

The Form 4 is a standard insider disclosure showing equity received as contingent merger consideration rather than a market purchase or sale. It documents the transaction date of 08/05/2025 and the signature date 08/07/2025, and confirms the reporting person is a director. For governance review, the filing provides clarity on post-transaction ownership and the nature of the award; it does not provide valuation, vesting details, or cash consideration information, so assessment of dilution or compensation impact is limited by the document's scope.

Securities Analyst

TL;DR: Routine Form 4 disclosure of merger-related equity grant; increases insider holdings to 558,873 shares.

The submission records 70,149 shares acquired under transaction code A and lists the total beneficial ownership as 558,873 shares held directly. Because this is contingent merger consideration, it reflects deal-related compensation rather than an open-market signal. The filing contains no price information or derivative activity. Investors seeking valuation impact or dilution effects will need additional documents that quantify the merger terms.

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^*

Hirschman Shalom

(Last) (First) (Middle)

1300 SOUTH BOULEVARD SUITE D

(Street)

CHARLOTTE NC 28203

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Klotho Neurosciences, Inc. [ KLTO ]

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)
08/05/2025

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
Common Stock	08/05/2025		A		70,149	A	(1)	558,873	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 Reporting Person received the shares as contingent merger consideration.

Remarks:

	Shalom Hirschman	08/07/2025
	** 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 did Shalom Hirschman report on the KLTO Form 4?

He reported receiving 70,149 common shares on 08/05/2025 as contingent merger consideration, increasing his direct beneficial ownership to 558,873 shares.

When was the transaction reported on the Form 4 for KLTO?

The transaction date is 08/05/2025 and the Form 4 was signed on 08/07/2025.

What relationship does the reporting person have to KLTO?

Shalom Hirschman is reported as a Director of Klotho Neurosciences, Inc.

How were the shares described in the filing?

The shares were reported as contingent merger consideration and recorded with transaction code A (acquisition).

Does the Form 4 disclose price or vesting details for the 70,149 shares?

No. The Form 4 indicates the shares were received as contingent merger consideration but does not provide price, vesting schedule, or valuation details.