SEC Form 4 · accession 0001193125-26-285524
Semnur Pharmaceuticals, Inc. · SMNR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Jun 15, 2026
Accepted (ET)
Jun 26, 2026 · 4:19 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001913577
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jun 15, 2026 | J | 7,034,737 | $0.00 | D | 174,770,112 | I | By Scilex, Inc. |
| Common Stock | holding | — | — | — | 500,000 | D | ||
| Common Stock | holding | — | — | — | 6,250,000 | I | By Scilex Bio, Inc. |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On June 15, 2026, the Reporting Person paid its previously announced stock dividend (the "Dividend") consisting of an aggregate of 13,972,900 shares of common stock of Semnur Pharmaceuticals, Inc. ("Semnur") held by the Reporting Person (the "Dividend Shares") to record holders of (i) the Reporting Person's common stock, (ii) certain warrants to purchase the Reporting Person's common stock and (iii) certain notes convertible into shares of the Reporting Person's common stock as of June 1, 2026 (the "Record Date" and the holders referenced in clauses (ii) and (iii), the "Additional Participating Holders").
- F2An aggregate of 6,938,163 Dividend Shares are being held in abeyance by the Reporting Person for the benefit of the Additional Participating Holders who may be entitled to such shares pursuant to the terms of the applicable warrants and convertible notes following the exercise or conversion thereof, and at the time such shares are distributed to the applicable warrantholders and noteholders, the Reporting Person will file a Form 4 reporting such distribution.