Form 4: Cocrystal Pharma Director Receives Equity Grant

Cocrystal Pharma director Steven D. Rubin was granted 16,410 non-qualified stock options under the company's 2025 Equity Incentive Plan.

Summary

• Steven D. Rubin, a director of Cocrystal Pharma, Inc. (COCP), was granted non-qualified stock options.
• The transaction date for the grant was January 9, 2026.
• A total of 16,410 stock options were acquired.
• The exercise price for these options is $1.10 per share.
• The options expire on January 9, 2036.
• The grant was made under the Issuer's 2025 Equity Incentive Plan.
• The grant was approved by the Issuer's Compensation Committee of the Board of Directors, making it exempt from Section 16(b) of the Securities Exchange Act of 1934 under Rule 16b-3.
• The options will vest in two stages: one-half on January 9, 2027, and the remaining half in eight equal quarterly installments starting March 31, 2027.
• Vesting is contingent upon Mr. Rubin continuing to serve as a director of the Issuer on each applicable vesting date.

Sentiment

Score: 6

Explanation: The filing reports a routine compensation event (grant of stock options) to a director, which is generally neutral but can be seen as slightly positive due to alignment of interests.

Positives

• The grant of stock options aligns the director's interests with those of the shareholders, incentivizing long-term company performance.
• The options were approved by the Compensation Committee, indicating adherence to corporate governance best practices for executive compensation.

Future Outlook

The vesting schedule for the stock options extends through March 2029 (assuming 8 quarterly installments from March 2027), indicating a continued commitment from the director to the company's long-term performance and strategic direction, contingent on his continued service.

Management Comments

• The grant of the Issuer's non-qualified stock options was exempt from Section 16(b) of the Securities Exchange Act of 1934 by virtue of Rule 16b-3 promulgated thereunder, as it was approved by the Issuer's Compensation Committee of the Board of Directors.
• The non-qualified stock options are granted under the Issuer's 2025 Equity Incentive Plan and the exercisability shall be subject to execution of the Issuer's form of Non-Qualified Stock Option Agreement.
• The non-qualified stock options shall vest as follows: one-half shall vest and become exercisable on January 9, 2027 and the remaining half shall vest and become exercisable in eight equal quarterly installments commencing on March 31, 2027, subject to the Reporting Person continuing to serve as a director of the Issuer on each applicable vesting date.

Industry Context

The grant of stock options to directors is a common practice in the biotechnology and pharmaceutical industry, including companies like Cocrystal Pharma, Inc., to attract and retain talent, and to align the interests of directors with those of shareholders by tying compensation to future stock performance.

Corporate Governance

Stakeholder Impact

• Shareholders: Potential positive impact through increased alignment of director's interests with long-term shareholder value.
• Employees: No direct impact mentioned for general employees.
• Management: No direct impact mentioned for other management.

Next Steps

• Execution of the Issuer's form of Non-Qualified Stock Option Agreement by Steven D. Rubin.
• Vesting of the first half of options on January 9, 2027.
• Commencement of quarterly vesting installments for the remaining half starting March 31, 2027.

Key Dates

Keywords

Cocrystal Pharma, COCP, Stock Options, Insider Transaction, Form 4, Equity Incentive Plan, Director Compensation, Steven D. Rubin, Non-Qualified Stock Options