Amir F. Heshmatpour - 26 Mar 2025 Form 4/A - Amendment Insider Report for NEONC TECHNOLOGIES HOLDINGS, INC. (NTHI)

Role
Director
Signature
/S/ AMIR F HESHMATPOUR
Issuer symbol
NTHI
Transactions as of
26 Mar 2025
Transactions value $
-$18,441
Form type
4/A - Amendment
Filing time
05 Jun 2025, 19:10:27 UTC
Date Of Original Report
28 Mar 2025
Previous filing
25 Mar 2025
Next filing
19 May 2025
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Heshmatpour Amir F Director 23975 SORRENTO PARK, SUITE 205, CALABASAS /S/ AMIR F HESHMATPOUR 05 Jun 2025 0001443035

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NTHI Common Stock Other $0 -4K -1.81% $0.00 216K 26 Mar 2025 By HCWG LLC F1, F2, F3
transaction NTHI Common Stock Exercise of in-the-money or at-the-money derivative security $938K +78.1K +36.09% $12.00 295K 26 Mar 2025 By HCWG LLC F4
transaction NTHI Common Stock Sale -$938K -37.5K -12.73% $25.00 257K 26 Mar 2025 By HCWG LLC F5
transaction NTHI Common Stock Sale -$18.4K -964 -0.37% $19.13 256K 26 Mar 2025 By HCWG
holding NTHI Common Stock 2.03M 26 Mar 2025 Direct F6
holding NTHI Common Stock 550K 26 Mar 2025 By KIG LLC F7
holding NTHI Common Stock 3.71M 26 Mar 2025 By AFH Holdings & Advisory, LLC. F8

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction NTHI Warrant (right to buy) Exercise of in-the-money or at-the-money derivative security $0 -78.1K -100% $0.00 0 26 Mar 2025 Common Stock 78.1K $12.00 By HCWG LLC F9
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Transfer of shares held by HCWG LLC ("HCWG") pursuant to agreement.
F2 Not applicable. Number of shares transferred was based on a per share value of $18.
F3 The shares reported as indirectly held herein by HCWG represent only Reporting Person's interest in HCWG.
F4 On 3/26/2025, in conjunction with Issuer's initial listing on Nasdaq, HCWG exercised a warrant to purchase 312,500 shares of Issuer's common stock at $12 per share. HCWG paid the exercise price on a cashless basis, resulting in Issuer's withholding 150,000 of the warrant shares to pay the exercise price and issuing to HCWG the remaining 162,500 shares of common stock. Number of shares reported herein as acquired and disposed of by the Reporting Person represents Reporting Person's indirect interest in HCWG.
F5 In connection with HCWG's cashless exercise of the warrant described herein, Reporting Person paid his proportionate share of the exercise price on a cashless basis. Reporting Person's proportionate withholding from shares issued to HCWG totaled 37,500 warrant shares to pay the exercise price.
F6 Includes (i) 500,000 shares held by certain members of Reporting Person's immediate family of which Reporting Person disclaims beneficial ownership, except to the extent of his pecuniary interest, if any, therein.
F7 Such shares are held by KIG LLC of which Reporting Person's spouse is the sole member. Reporting Person disclaims beneficial ownership of such shares except to the extent of his pecuniary interest, if any, therein.
F8 Reporting Person is the sole member and manager of AFH Holding & Advisory, LLC.
F9 Not applicable.

Remarks:

This Form 4 Amendment is being filed to clarify that the sale of shares referenced in Row 3 of Table I was to the Issuer resulting from the cashless exercise of the warrant and no monetary consideration was received by any party therefor. See footnote 5.