Form 4: Lantern Pharma Director and Affiliated Funds Divest Over 61,000 Shares Under Pre-Arranged Trading Plan

Leslie W. Kreis, a Director and 10% owner of Lantern Pharma Inc., along with affiliated Bios Funds, reported the sale of 61,613 shares of common stock totaling approximately $208,000 under a Rule 10b5-1 trading plan.

Summary

• Leslie W. Kreis, a Director and 10% owner of Lantern Pharma Inc. (LTRN), reported the disposition of common stock through several affiliated entities: Bios Fund I QP, LP, Bios Fund I, LP, Bios Fund II NT, LP, Bios Fund II QP, LP, and Bios Fund II, LP.
• A total of 61,613 shares of Lantern Pharma common stock were sold across multiple transactions from June 10, 2025, to June 12, 2025.
• The sales occurred at prices ranging from $3.25 to $3.57 per share, with specific transaction prices of $3.40 on June 10 and 11, 2025, and a weighted average price of $3.38 on June 12, 2025.
• The total approximate value of the shares sold is $208,265.26.
• These transactions were made pursuant to a Rule 10b5-1(c) contract, instruction, or written plan for the sale of equity securities, indicating they were pre-scheduled.
• Following these transactions, the beneficial ownership of common stock by the affiliated entities is as follows: Bios Fund I QP, LP holds 196,323 shares; Bios Fund I, LP holds 335,654 shares; Bios Fund II NT, LP holds 51,860 shares; Bios Fund II QP, LP holds 387,396 shares; Bios Fund II, LP holds 118,626 shares; and BP Directors, LP holds 26,093 shares.
• This Form 4 is the second of two filings related to the same event, necessitated by the SEC's EDGAR system limit of 10 reporting persons per Form 4, with Aaron Glenn Louis Fletcher filing the first.

Sentiment

Score: 4

Explanation: The sale of shares by a director and 10% owner, while executed under a pre-arranged Rule 10b5-1 plan, still represents a reduction in insider ownership. This can be perceived negatively by the market, though the pre-planned nature mitigates the immediate concern of trading on new material non-public information. The relatively small total value of the sales also tempers the negative sentiment.

Positives

• The sales were conducted under a Rule 10b5-1 trading plan, which indicates the transactions were pre-scheduled and not based on new material non-public information, potentially mitigating concerns about insider trading.

Negatives

• The disposition of shares by a director and 10% owner, along with affiliated funds, represents a reduction in insider ownership, which can be perceived negatively by the market as it may signal a lack of confidence or a desire for diversification/liquidity.
• The total value of shares sold, approximately $208,000, while not exceptionally large, still represents a notable divestment by a significant insider.

Risks

• Potential for negative market perception if investors misinterpret the nature of the sales or view the reduction in insider ownership as a bearish signal, despite the 10b5-1 plan.
• The sales could contribute to downward pressure on the stock price if the market reacts unfavorably to the insider divestment.

Future Outlook

The document does not provide any explicit forward-looking statements or guidance regarding the company's future performance or strategic direction. It solely reports past insider transactions.

Management Comments

• Leslie W. Kreis, Jr. (via attorney-in-fact John Fucci) signed the filing.
• Cavu Management, LP (via Cavu Advisors, LLC, its general partner, and attorney-in-fact John Fucci) signed the filing.
• Cavu Advisors, LLC (via attorney-in-fact John Fucci) signed the filing.
• BP Directors, LP (via Bios Equity Partners, LP, its general partner, Cavu Management, LP, its general partner, Cavu Advisors, LLC, its general partner, and attorney-in-fact John Fucci) signed the filing.
• The reporting persons undertake to provide full information regarding the number of shares sold at each separate price within the reported ranges upon request to the Issuer, any security holder, or the SEC staff.
• Each Reporting Person disclaims beneficial ownership of any such securities, except to the extent of his/its pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise.

Industry Context

This Form 4 filing is specific to insider trading activity at Lantern Pharma Inc. and does not provide broader industry context or trends. Insider sales are a common occurrence across industries, often driven by personal financial planning, diversification, or liquidity needs.

Comparison to Industry Standards

• The use of a Rule 10b5-1 trading plan for insider sales is a standard practice among public company executives and large shareholders to manage stock dispositions in a pre-planned, non-discretionary manner, thereby reducing the risk of insider trading allegations. This aligns with best practices for corporate governance in managing insider transactions.
• The reported sales volume of 61,613 shares, while notable for an individual transaction, should be assessed against the total outstanding shares of Lantern Pharma Inc. and the overall trading volume to determine its relative significance compared to similar transactions in the biotechnology or pharmaceutical industry.

Corporate Governance

Related Party Transactions

• The sales were conducted by Leslie W. Kreis, a Director and 10% owner, through various affiliated investment funds (Bios Fund I QP, LP, Bios Fund I, LP, Bios Fund II NT, LP, Bios Fund II QP, LP, Bios Fund II, LP, and BP Directors, LP). These entities are managed and controlled by Mr. Kreis and Aaron Glenn Louis Fletcher through a complex structure of general partners and advisors, indicating a clear related-party relationship for these transactions.

Stakeholder Impact

• Shareholders: The sales by a director and 10% owner could lead to concerns about insider confidence, potentially influencing investor sentiment and the stock price.
• Management: The use of a 10b5-1 plan demonstrates adherence to regulatory compliance regarding insider trading, which is positive for management's reputation.

Next Steps

• Investors may monitor future Form 4 filings by Leslie W. Kreis and affiliated entities to observe any further changes in their beneficial ownership of Lantern Pharma Inc. stock.

Key Dates

Recommendation

Keywords

Lantern Pharma Inc., LTRN, SEC Form 4, Insider Selling, Leslie W. Kreis, Bios Funds, Rule 10b5-1, Stock Disposition, Beneficial Ownership, Director Sales