SEC Form 3 · accession 0001729510-26-000004
ADARx Pharmaceuticals, Inc. · ADRX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Zhen Li
Officer — President and CEO · Director · 10% Owner
Period of report
Sep 24, 2026
Accepted (ET)
Sep 24, 2026 · 6:35 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001802369
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | holding | — | — | — | 5,861,199 | I | By Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (right to buy)F2 | $0.24 | holding | — | — | — | — | Aug 19, 2030 | Common Stock | 1,171,325 | — | D |
| Employee Stock Option (right to buy)F3 | $0.24 | holding | — | — | — | — | Dec 6, 2030 | Common Stock | 327,378 | — | D |
| Employee Stock Option (right to buy)F4 | $0.24 | holding | — | — | — | — | Mar 18, 2031 | Common Stock | 320,500 | — | D |
| Employee Stock Option (right to buy)F5 | $0.56 | holding | — | — | — | — | May 20, 2031 | Common Stock | 845,726 | — | D |
| Employee Stock Option (right to buy)F6 | $2.29 | holding | — | — | — | — | Jul 29, 2031 | Common Stock | 710,541 | — | D |
| Employee Stock Option (right to buy)F7 | $2.29 | holding | — | — | — | — | Feb 22, 2032 | Common Stock | 436,715 | — | D |
| Employee Stock Option (right to buy)F8 | $3.26 | holding | — | — | — | — | Feb 25, 2033 | Common Stock | 436,715 | — | D |
| Employee Stock Option (right to buy)F9 | $5.84 | holding | — | — | — | — | Jan 16, 2034 | Common Stock | 773,085 | — | D |
| Employee Stock Option (right to buy)F10 | $7.05 | holding | — | — | — | — | Feb 11, 2035 | Common Stock | 426,730 | — | D |
| Employee Stock Option (right to buy)F11 | $6.31 | holding | — | — | — | — | Jan 27, 2036 | Common Stock | 443,799 | — | D |
| Employee Stock Option (right to buy)F12 | $0.24 | holding | — | — | — | — | Aug 19, 2030 | Common Stock | 17,069 | — | I |
| Employee Stock Option (right to buy)F13 | $0.24 | holding | — | — | — | — | Mar 18, 2031 | Common Stock | 12,801 | — | I |
| Employee Stock Option (right to buy)F14 | $2.29 | holding | — | — | — | — | Feb 22, 2032 | Common Stock | 8,534 | — | I |
| Employee Stock Option (right to buy)F15 | $3.26 | holding | — | — | — | — | Feb 25, 2033 | Common Stock | 6,827 | — | I |
| Employee Stock Option (right to buy)F16 | $5.84 | holding | — | — | — | — | Jan 16, 2034 | Common Stock | 5,120 | — | I |
| Employee Stock Option (right to buy)F17 | $7.05 | holding | — | — | — | — | Feb 11, 2035 | Common Stock | 5,120 | — | I |
| Employee Stock Option (right to buy)F18 | $6.31 | holding | — | — | — | — | Jan 27, 2036 | Common Stock | 12,801 | — | I |
Explanation of responses
- F1The shares are held by the Reporting Person and her spouse as Trustees of the Titanium Boulder Irrevocable Trust dated July 11, 2020 (the "Titanium Trust"). The Reporting Person and her spouse share voting and dispositive power with respect to the securities held by the Titanium Trust.
- F10Granted to the Reporting Person on February 12, 2025. 1/4 of the total number of shares vested and became exercisable on January 1, 2026 and the remaining shares vest and become exercisable in equal quarterly installments thereafter over a three-year period, subject to the Reporting Person's continued service to the Issuer on each vesting date.
- F11Granted to the Reporting Person on January 28, 2026. 1/4 of the total number of shares vest and become exercisable on January 1, 2027 and the remaining shares vest and become exercisable in equal quarterly installments thereafter over a three-year period, subject to the Reporting Person's continued service to the Issuer on each vesting date.
- F12Granted to the Reporting Person's spouse on August 20, 2020. The shares subject to the option are fully vested and exercisable.
- F13Granted to the Reporting Person's spouse on March 19, 2021. The shares subject to the option are fully vested and exercisable.
- F14Granted to the Reporting Person's spouse on February 23, 2022. The shares subject to the option are fully vested and exercisable.
- F15Granted to the Reporting Person's spouse on February 26, 2023. 1/4 of the total number of shares vested and became exercisable on January 1, 2024 and the remaining shares vest and become exercisable in equal quarterly installments thereafter over a three-year period, subject to the Reporting Person's spouse's continued service to the Issuer on each vesting date.
- F16Granted to the Reporting Person's spouse on January 17,2024. 1/4 of the total number of shares vested and became exercisable on January 1, 2025 and the remaining shares vest and become exercisable in equal quarterly installments thereafter over a three-year period, subject to the Reporting Person's spouse's continued service to the Issuer on each vesting date.
- F17Granted to the Reporting Person's spouse on February 12, 2025. 1/4 of the total number of shares vested and became exercisable on January 1, 2026 and the remaining shares vest and become exercisable in equal quarterly installments thereafter over a three-year period, subject to the Reporting Person's spouse's continued service to the Issuer on each vesting date.
- F18Granted to the Reporting Person's spouse on January 28, 2026. 1/4 of the total number of shares vest and become exercisable on January 1, 2027 and the remaining shares vest and become exercisable in equal quarterly installments thereafter over a three-year period, subject to the Reporting Person's spouse's continued service to the Issuer on each vesting date.
- F2Granted to the Reporting Person on August 20, 2020. The shares subject to the option are fully vested and exercisable.
- F3Granted to the Reporting Person on December 7, 2020. The shares subject to the option are fully vested and exercisable.
- F4Granted to the Reporting Person on March 19, 2021. The shares subject to the option are fully vested and exercisable.
- F5Granted to the Reporting Person on May 21, 2021. The shares subject to the option are fully vested and exercisable.
- F6Granted to the Reporting Person on July 30, 2021. The shares subject to the option are fully vested and exercisable.
- F7Granted to the Reporting Person on February 23, 2022. The shares subject to the option are fully vested and exercisable.
- F8Granted to the Reporting Person on February 26, 2023. 1/4 of the total number of shares vested and became exercisable on January 1, 2024 and the remaining shares vest and become exercisable in equal quarterly installments thereafter over a three-year period, subject to the Reporting Person's continued service to the Issuer on each vesting date.
- F9Granted to the Reporting Person on January 17, 2024. 1/4 of the total number of shares vested and became exercisable on January 1, 2025 and the remaining shares vest and become exercisable in equal quarterly installments thereafter over a three-year period, subject to the Reporting Person's continued service to the Issuer on each vesting date.
Remarks
Exhibit 24 - Power of Attorney