SEC Form 3 · accession 0001706399-26-000002
ADARx Pharmaceuticals, Inc. · ADRX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Erez Chimovits
Director
Period of report
Sep 24, 2026
Accepted (ET)
Sep 24, 2026 · 6:38 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001802369
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series A Preferred StockF2,F3,F1 | — | holding | — | — | — | — | — | Common Stock | 7,127,019 | — | I |
| Series B Preferred StockF2,F3,F1 | — | holding | — | — | — | — | — | Common Stock | 1,333,975 | — | I |
| Series B-1 Preferred StockF2,F3,F1 | — | holding | — | — | — | — | — | Common Stock | 513,067 | — | I |
| Series C Preferred StockF2,F3,F1 | — | holding | — | — | — | — | — | Common Stock | 256,448 | — | I |
Explanation of responses
- F1Each share of Series A Preferred Stock, Series B Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock (collectively, the "Preferred Stock") will automatically convert on a 1-for-1.1717 basis into shares of Common Stock upon the closing of the Issuer's initial public offering without payment of further consideration. Share numbers give effect to such conversion. The Preferred Stock has no expiration date.
- F2These securities are held directly by OrbiMed Israel Partners II, L.P. ("OIP II"). OrbiMed Israel GP II, L.P. ("Israel GP") is the general partner of OIP II. OrbiMed Advisors Israel II Limited ("Advisors Israel") is the general partner of Israel GP. By virtue of such relationships, Israel GP and Advisors Israel may be deemed to have voting power and investment power over the securities held by OIP II and as a result, may be deemed to have beneficial ownership over such securities. Advisors Israel exercises this investment and voting power through a management committee comprised of Carl L. Gordon, David P. Bonita, and the Reporting Person, each of whom disclaims beneficial ownership of the shares held by OIP II.
- F3Each of the Reporting Person, Israel GP, and Advisors Israel disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its pecuniary interest therein, if any. This report shall not be deemed an admission that any of such entity or person is a beneficial owner of such securities for purposes of Section 16 of the Exchange Act, or for any other purpose.