SEC Form 4 · accession 0001193125-26-277907
Kardigan, Inc. · KARD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jay Edelberg
Officer — Chief Medical Officer
Period of report
Jun 17, 2026
Accepted (ET)
Jun 22, 2026 · 7:14 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0002123613
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jun 17, 2026 | C | 97,587 | — | A | 135,543 | D | |
| Common Stock | Jun 17, 2026 | A | 47,784 | $0.00 | A | 183,327 | D | |
| Common StockF3 | holding | — | — | — | 4,459,840 | I | By Edelberg Family Ventures, LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series B Preferred StockF1 | — | Jun 17, 2026 | C | 61,268 | D | — | — | Common Stock | 97,587 | 0 | D |
Explanation of responses
- F1Each share of Series B Preferred Stock (the "Preferred Stock") was convertible into Common Stock on a 1.5928 for 1 basis at any time at the option of the holder, and automatically converted into the number of shares shown in Column 7 upon the effectiveness of the Issuer's registration statement on Form S-1 relating to its initial public offering on June 17, 2026 and without payment of consideration. The Preferred Stock had no expiration date.
- F2Each share is represented by a restricted stock unit ("RSU"). Each RSU represents a contingent right to receive one share of the Issuer's Common Stock upon settlement. The RSUs vest in full on June 17, 2028, subject to the Reporting Person's continuous service as of the applicable vesting date.
- F3Represents shares held by Edelberg Family Ventures, LLC. The Reporting Person disclaims beneficial ownership of such shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of his pecuniary interest therein, if any. This report shall not be deemed an admission that he is a beneficial owner of such shares for the purpose of Section 16 of the Exchange Act, or for any other purpose.