Form 4: Aprea CFO Acquires Stock and Warrants in Private Placement

Aprea Therapeutics' SrVP/CFO, John P. Hamill, acquired 5,000 shares of common stock and 5,000 common warrants in a private placement on December 10, 2025.

Summary

• John P. Hamill, Aprea Therapeutics' SrVP/CFO/Principal Financial & Accounting Officer, acquired 5,000 shares of common stock and 5,000 common warrants.
• The transaction occurred on December 10, 2025, as part of a private placement pursuant to a securities purchase agreement entered into on December 8, 2025.
• The common stock was purchased at a price of $1.165 per share.
• The accompanying common warrants allow for the purchase of up to 5,000 additional shares at an exercise price of $1.04 per share.
• Following this transaction, John P. Hamill beneficially owns 27,733 shares of common stock.
• The transaction was made pursuant to a contract, instruction, or written plan for the purchase of equity securities intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Sentiment

Score: 7

Explanation: The sentiment is positive due to a key executive's direct investment in the company's stock and warrants, signaling confidence. The transaction is part of a private placement, which is a common capital-raising method.

Positives

• A key executive, the SrVP/CFO, is increasing their direct ownership in the company, signaling confidence in Aprea Therapeutics' future prospects.
• The participation in a private placement indicates a willingness to invest personal capital alongside the company's fundraising efforts.

Risks

• The common warrants have exercise limitations, preventing the holder from exceeding 4.99% beneficial ownership or 9.99% combined voting power of outstanding common stock upon exercise.
• The value of the acquired shares and warrants is subject to market fluctuations and the future performance of Aprea Therapeutics' stock.

Future Outlook

The common warrants are immediately exercisable and will expire on the fifth year anniversary of the earlier of the effective date of the registration statement for the underlying shares or the date the shares are eligible for sale under Rule 144.

Industry Context

Insider buying, particularly by a CFO, is generally viewed as a positive signal in the biotechnology industry, indicating management's belief in the company's future prospects and potentially its pipeline or strategic direction. This transaction is part of a broader private placement, suggesting the company is raising capital, a common activity for development-stage biotech firms.

Corporate Governance

Related Party Transactions

• John P. Hamill, as SrVP/CFO/Principal Financial & Accounting Officer of Aprea Therapeutics, Inc., is considered a related party. His acquisition of shares and warrants from the company in a private placement constitutes a related party transaction.

Stakeholder Impact

• Shareholders: May view the insider purchase as a positive signal of management confidence in the company's future.
• Investors: Provides insight into management's belief in the company's valuation and prospects.

Next Steps

• The common warrants are immediately exercisable, subject to beneficial ownership limitations.
• The company may file a registration statement for the underlying shares of the common warrants, or the shares may become eligible for sale under Rule 144.

Key Dates

Recommendation

The direct purchase of common stock and warrants by a senior executive (CFO) in a private placement signals strong insider confidence in Aprea Therapeutics' valuation and future prospects. While the transaction size is modest, it represents a personal financial commitment from a key member of management, which is generally a positive indicator for investors. This action suggests management believes the stock is undervalued or poised for growth, warranting a 'buy' recommendation for investors seeking companies with strong insider alignment.

Keywords

Aprea Therapeutics, APRE, insider transaction, Form 4, common stock, warrants, private placement, CFO, Rule 10b5-1