Form 4: Simulations Plus Insider Sells Shares Under 10b5-1 Plan

Simulations Plus reports insider sales of common stock by Walter S. Woltosz and Virginia E. Woltosz, executed under a pre-arranged 10b5-1 trading plan.

Summary

• Walter S. Woltosz, a Director and 10% Owner of Simulations Plus, Inc. (SLP), sold 15,000 shares of common stock on May 4, 2026.
• The sale was part of a Rule 10b5-1 trading plan, designed to comply with affirmative defense conditions for insider trading.
• The shares were sold in multiple transactions at prices ranging from $15.00 to $15.24 per share.
• Following these transactions, Walter S. Woltosz beneficially owns 3,267,800 shares of common stock directly.
• Virginia E. Woltosz, also a 10% Owner, was involved in these transactions under the same 10b5-1 plan.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral filing. While insider selling can be a negative signal, the execution via a pre-arranged 10b5-1 plan mitigates concerns about opportunistic trading and indicates adherence to compliance protocols.

Positives

• The transactions were conducted under a Rule 10b5-1 plan, indicating adherence to pre-determined trading strategies and regulatory compliance.
• The sales occurred within a narrow price range, suggesting a systematic execution rather than opportunistic timing.
• Walter S. Woltosz retains a significant beneficial ownership of 3,267,800 shares, indicating continued substantial investment in the company.

Negatives

• Insider selling, even under a 10b5-1 plan, can sometimes be perceived negatively by the market as a reduction in insider confidence.
• The sale represents a disposal of company stock by key insiders.

Risks

• The primary risk is the market's perception of insider selling, which could lead to downward pressure on the stock price.
• While the 10b5-1 plan is designed for compliance, any misinterpretation or perceived deviation could lead to regulatory scrutiny.

Future Outlook

No specific future outlook or guidance is provided in this Form 4 filing, which solely reports on past transactions.

Management Comments

• The sales reported in this Form 4 were effected automatically pursuant to a Rule 10b5-1 plan adopted by the reporting persons.
• These shares were sold in multiple transactions at prices falling within those ranges set forth in footnote (3) of this Form 4.
• The reporting persons undertake to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in the relevant footnotes.

Industry Context

StockSavvy.ai notes that Form 4 filings detailing insider transactions are common in the software and biotechnology sectors, where key personnel often hold significant equity. The use of 10b5-1 plans is a standard practice for managing insider stock sales in a compliant manner, particularly for companies like Simulations Plus which operate in a regulated environment.

Stakeholder Impact

• Shareholders: May interpret insider selling as a negative signal, potentially impacting stock price, though the 10b5-1 plan provides a layer of reassurance regarding compliance.
• Management/Directors: Demonstrates adherence to established trading policies and regulatory requirements.
• SEC: Receives timely disclosure of beneficial ownership changes.

Next Steps

• The reporting persons will provide further details on specific transaction prices upon request from the SEC, issuer, or security holders.

Key Dates

Keywords

Simulations Plus, SLP, Form 4, Insider Trading, 10b5-1 Plan, Stock Sale, Beneficial Ownership, Walter S. Woltosz, Virginia E. Woltosz, SEC Filing