Neal James R 4

What Happened
Neal James, a director of Akari Therapeutics plc (AKTX), acquired unregistered pre‑funded warrants and accompanying warrants in private transactions on December 16, 2025. He received pre‑funded warrants to purchase 2,473 ADSs (PIPE PFWs) and 3,093 ADSs (note‑exchange PFWs), plus accompanying Series G and other unregistered warrants to purchase up to 2,473 ADSs and 3,219 ADSs, respectively. The combined purchase price was $0.4041 per one pre‑funded warrant plus accompanying warrant, with the filing showing cash amounts of $999 and $1,250 (total ≈ $2,249). These were purchases (not sales).

Key Details

• Transaction date: December 16, 2025; filing date: March 16, 2026 (filed late relative to the 2‑business‑day Form 4 rule).
• Price and value: combined purchase price of $0.4041 per pre‑funded warrant + accompanying warrant; reported cash amounts $999 and $1,250 (total ≈ $2,249).
• Securities received: pre‑funded warrants to acquire 2,473 ADSs and 3,093 ADSs; accompanying warrants to acquire 2,473 ADSs (Series G) and 3,219 ADSs (note‑exchange).
• Exercise/approval terms: the warran ts (Series G and note‑exchange warrants) are exercisable only upon shareholder approval and have a five‑year term from approval; pre‑funded warrants remain exercisable until fully exercised.
• ADS details: each ADS represents 2,000 ordinary shares (per filing).
• Exercise price: conversion/exercise price noted as $0.00001 for the security.
• How issued: one tranche was a private placement under Section 4(a)(2); another tranche was issued in exchange for cancellation of a promissory note (debt‑for‑securities exchange).
• Shares owned after transaction: not specified in the reported items on the Form 4.
• Timeliness: filing appears late (transaction Dec 16, 2025; Form 4 filed Mar 16, 2026).

Context
These were derivative transactions (pre‑funded warrants and warrants). Pre‑funded warrants effectively allow the holder to obtain ADSs by paying a nominal exercise price (here noted as $0.00001) when exercisable, whereas the accompanying warrants provide the right to buy ADSs subject to shareholder approval and time limits. The filings reflect private placement and a note‑exchange issuance rather than open‑market purchases; purchases by insiders can be informative but do not, by themselves, indicate the insider’s motivation.