Form 4: Phillip Frost Acquires NNUP Shares for Advisory Services

Phillip Frost, a 10% owner and director of NOCOPI TECHNOLOGIES INC/MD/, acquired 21,930 shares of common stock as compensation for advisory services.

Summary

• Phillip Frost, M.D., a Director and 10% Owner of NOCOPI TECHNOLOGIES INC/MD/ (NNUP), acquired 21,930 shares of the Issuer's common stock.
• The transaction occurred on September 11, 2025.
• These shares were acquired as consideration for advisory services provided by the Reporting Person, pursuant to a Stock Purchase Agreement dated September 11, 2023.
• The acquisition price for these shares was $0, indicating they were issued as compensation.
• Following this transaction, the Reporting Person's indirect beneficial ownership stands at 1,489,712 shares of common stock.
• The shares are held by Frost Gamma Investments Trust, where Phillip Frost serves as trustee, with a complex indirect beneficial ownership structure detailed in the footnotes.

Sentiment

Score: 6

Explanation: The acquisition of shares by a significant insider, even as compensation for services, generally indicates a degree of confidence in the company's value and future. While not a cash investment, it represents an increased stake by a key individual.

Positives

• A significant insider (Director and 10% Owner) is increasing their stake in the company, which can signal confidence in the company's future prospects.
• The acquisition is part of a pre-existing Stock Purchase Agreement, indicating a structured and planned compensation arrangement for advisory services.

Negatives

• The shares were acquired for $0 consideration, meaning no new capital was injected into the company for this specific transaction, and it represents compensation rather than a direct cash investment by the insider.

Risks

• The filing does not explicitly mention specific business or financial risks for NOCOPI TECHNOLOGIES INC/MD/.

Future Outlook

The filing does not provide specific forward-looking statements or guidance regarding the company's future performance or strategic direction.

Management Comments

• Phillip Frost, M.D., individually, and as Trustee, signed the statement, confirming the details of the transaction and beneficial ownership.

Industry Context

This filing is a standard insider transaction report and does not contain information to analyze broader industry trends or competitive positioning.

Related Party Transactions

• The transaction involves the issuance of common stock by NOCOPI TECHNOLOGIES INC/MD/ to Phillip Frost, M.D., who is a Director and 10% Owner of the Issuer, making it a related party transaction.

Stakeholder Impact

• Shareholders: The issuance of shares for services could lead to minor dilution, but the increased stake by a significant insider may be viewed as a positive signal of confidence.
• Management: The transaction reflects compensation for advisory services provided by a key individual.

Key Dates

Recommendation

While the acquisition by a significant insider is generally a positive signal, this transaction represents compensation for services rather than a direct cash investment. A single Form 4 filing, especially for a pre-arranged compensation, typically does not warrant a strong buy or sell recommendation without additional financial or operational context. Investors should hold and monitor for further developments.

Keywords

NOCOPI TECHNOLOGIES, NNUP, Phillip Frost, Insider Trading, Form 4, Beneficial Ownership, Stock Acquisition, Advisory Services, Director, 10% Owner