NXGLW · Nexgel, Inc. · Insider Trading

The option becomes exercisable as to 40,000 shares on December 31, 2026, and as to the remaining 120,000 shares in 36 equal monthly installments of 3,334 shares (with rounding adjustments) beginning January 31, 2027, in each case subject to the Reporting Person's continued employment with the Issuer through the applicable vesting date. In the event of a Change in Control (as defined in the Reporting Person's Executive Employment Agreement with the Issuer, dated July 23, 2026), any unvested portion of the option will accelerate and become immediately exercisable in full.

Represents the weighted average of open market sale transactions ranging from $0.5811 to $0.6014 per share. The Reporting Person undertakes to provide full information regarding the number of shares sold at each separate price sold if requested by the Securities and Exchange Commission Staff, the Issuer or a security holder of the Issuer.

Represents the weighted average of open market sale transactions ranging from $0.5851 to $0.5956 per share. The Reporting Person undertakes to provide full information regarding the number of shares sold at each separate price sold if requested by the Securities and Exchange Commission Staff, the Issuer or a security holder of the Issuer.

The Reporting Person sold all 3,000 shares of common stock in the open market at a price of $0.6136 per share.

The Reporting Person sold all 3,000 shares of common stock in the open market at a price of $0.5470 per share.

The Reporting Person sold all 3,000 shares of common stock in the open market at a price of $0.5936 per share.

The Reporting Person sold all 2,000 shares of common stock in the open market at a price of $0.5859 per share.

The Reporting Person sold all 3,000 shares of common stock in the open market at a price of $0.6003 per share.

Represents the weighted average of open market sale transactions ranging from $0.5958 to $0.6133 per share. The Reporting Person undertakes to provide full information regarding the number of shares sold at each separate price sold if requested by the Securities and Exchange Commission Staff, the Issuer or a security holder of the Issuer.

The Reporting Person sold all 3,000 shares of common stock in the open market at a price of $0.5975 per share.

Reflects the issuance to the Reporting Person of (i) a Convertible Promissory Note in the original principal amount of $25,000 (the "Note") and (ii) a Warrant to Purchase Common Stock for 20,834 shares of the Issuer's common stock (the "Common Stock") (the "Warrant"). The Note is convertible into up to 41,667 shares of Common Stock at an initial conversion price of $0.60 per share, and the Warrant is exercisable for 20,834 shares of Common Stock at an initial exercise price of $0.80 per share. The Note is convertible, and the Warrant is exercisable, at any time at the option of the holder, subject to (i) a beneficial-ownership limitation that prevents conversion or exercise to the extent the holder, together with its affiliates, would beneficially own more than 4.99% of the outstanding shares of Common Stock after such conversion or exercise, and (ii) certain other limitations set forth in the Note and Warrant.

The Warrant was issued to the Reporting Person in connection with, and as part of the consideration for, the Reporting Person's purchase of the Note, for no additional consideration beyond the Note purchase price.

Reflects the issuance to the Reporting Person of (i) a Convertible Promissory Note in the original principal amount of $60,000 (the "Note") and (ii) a Warrant to Purchase Common Stock for 50,000 shares of the Issuer's common stock (the "Common Stock") (the "Warrant").The Note is convertible into up to 100,000 shares of Common Stock at an initial conversion price of $0.60 per share, and the Warrant is exercisable for 50,000 shares of Common Stock at an initial exercise price of $0.80 per share. The Note is convertible, and the Warrant is exercisable, at any time at the option of the holder, subject to (i) a beneficial-ownership limitation that prevents conversion or exercise to the extent the holder, together with its affiliates, would beneficially own more than 4.99% of the outstanding shares of Common Stock after such conversion or exercise, and (ii) certain other limitations set forth in the Note and Warrant.

The Warrant was issued to the Reporting Person in connection with, and as part of the consideration for, the Reporting Person's purchase of the Note, for no additional consideration beyond the Note purchase price.

Reflects the issuance to the Reporting Person of (i) a Convertible Promissory Note in the original principal amount of $25,000 (the "Note") and (ii) a Warrant to Purchase Common Stock for 20,834 shares of the Issuer's common stock (the "Common Stock") (the "Warrant"). The Note is convertible into up to 41,667 shares of Common Stock at an initial conversion price of $0.60 per share, and the Warrant is exercisable for 20,834 shares of Common Stock at an initial exercise price of $0.80 per share. The Note is convertible, and the Warrant is exercisable, at any time at the option of the holder, subject to (i) a beneficial-ownership limitation that prevents conversion or exercise to the extent the holder, together with its affiliates, would beneficially own more than 4.99% of the outstanding shares of Common Stock after such conversion or exercise, and (ii) certain other limitations set forth in the Note and Warrant.

Reflects the issuance to the Reporting Person of (i) a Convertible Promissory Note in the original principal amount of $60,000 (the "Note") and (ii) a Warrant to Purchase Common Stock for 50,000 shares of the Issuer's common stock (the "Common Stock") (the "Warrant").The Note is convertible into up to 100,000 shares of Common Stock at an initial conversion price of $0.60 per share, and the Warrant is exercisable for 50,000 shares of Common Stock at an initial exercise price of $0.80 per share. The Note is convertible, and the Warrant is exercisable, at any time at the option of the holder, subject to (i) a beneficial-ownership limitation that prevents conversion or exercise to the extent the holder, together with its affiliates, would beneficially own more than 4.99% of the outstanding shares of Common Stock after such conversion or exercise, and (ii) certain other limitations set forth in the Note and Warrant.

Reflects the issuance to the Reporting Person of (i) a Convertible Promissory Note in the original principal amount of $1,000,000 (the "Note") and (ii) a Warrant to Purchase Common Stock for 833,334 shares of the Issuer's common stock (the "Common Stock") (the "Warrant"). The Note is convertible into up to 1,666,667 shares of Common Stock at an initial conversion price of $0.60 per share, and the Warrant is exercisable for 833,334 shares of Common Stock at an initial exercise price of $0.80 per share. The Note is convertible, and the Warrant is exercisable, at any time at the option of the holder, subject to (i) a beneficial-ownership limitation that prevents conversion or exercise to the extent the holder, together with its affiliates, would beneficially own more than 4.99% of the outstanding shares of Common Stock after such conversion or exercise, and (ii) certain other limitations set forth in the Note and Warrant.

Reflects the issuance to the Reporting Person of (i) a Convertible Promissory Note in the original principal amount of $1,000,000 (the "Note") and (ii) a Warrant to Purchase Common Stock for 833,334 shares of the Issuer's common stock (the "Common Stock") (the "Warrant"). The Note is convertible into up to 1,666,667 shares of Common Stock at an initial conversion price of $0.60 per share, and the Warrant is exercisable for 833,334 shares of Common Stock at an initial exercise price of $0.80 per share. The Note is convertible, and the Warrant is exercisable, at any time at the option of the holder, subject to (i) a beneficial-ownership limitation that prevents conversion or exercise to the extent the holder, together with its affiliates, would beneficially own more than 4.99% of the outstanding shares of Common Stock after such conversion or exercise, and (ii) certain other limitations set forth in the Note and Warrant.

The Warrant was issued to the Reporting Person in connection with, and as part of the consideration for, the Reporting Person's purchase of the Note, for no additional consideration beyond the Note purchase price.

The Reporting Person sold these shares for tax planning purposes. The shares were originally acquired by the Reporting Person from the Issuer on October 15, 2019

Represents the weighted average of open market sale transactions ranging from $1.5668 to $1.5763 per share. The Reporting Person undertakes to provide full information regarding the number of shares sold at each separate price sold if requested by the Securities and Exchange Commission Staff, the Issuer or a security holder of the Issuer.

The Reporting Person sold these shares for tax planning purposes. The shares were originally acquired by the Reporting Person from the Issuer on October 15, 2019

Represents the weighted average of open market sale transactions ranging from $1.6001 to $1.6200 per share. The Reporting Person undertakes to provide full information regarding the number of shares sold at each separate price sold if requested by the Securities and Exchange Commission Staff, the Issuer or a security holder of the Issuer.

The Reporting Person sold these shares pursuant to a Rule 10b5-1 trading plan instituted for tax planning purposes. The shares were originally acquired by the Reporting Person from the Issuer on October 15, 2019

Represents the weighted average of open market sale transactions ranging from $2.500 to $2.5500 per share. The Reporting Person undertakes to provide full information regarding the number of shares sold at each separate price sold if requested by the Securities and Exchange Commission Staff, the Issuer or a security holder of the Issuer.

The Reporting Person sold these shares pursuant to a Rule 10b5-1 trading plan instituted for tax planning purposes. The shares were originally acquired by the Reporting Person from the Issuer on October 15, 2019

Represents the weighted average of open market sale transactions ranging from $2.500 to $2.6100 per share. The Reporting Person undertakes to provide full information regarding the number of shares sold at each separate price sold if requested by the Securities and Exchange Commission Staff, the Issuer or a security holder of the Issuer.

The Reporting Person sold these shares pursuant to a Rule 10b5-1 trading plan. The shares were originally purchased by the Reporting Person in the open market on March 1, 2024.

Represents the weighted average of open market sale transactions ranging from $2.5350 to $2.5700 per share. The Reporting Person undertakes to provide full information regarding the number of shares sold at each separate price sold if requested by the Securities and Exchange Commission Staff, the Issuer or a security holder of the Issuer.

The Reporting Person sold these shares pursuant to a Rule 10b5-1 trading plan instituted for tax planning purposes. The shares were originally acquired by the Reporting Person from the Issuer on October 15, 2019

The Reporting Person sold all 1,600 shares of common stock in the open market at a price of $2.5000 per share.

The Reporting Person sold these shares pursuant to a Rule 10b5-1 trading plan. The shares were originally purchased by the Reporting Person in the open market on March 1, 2024.

The Reporting Person sold all 825 shares of common stock in the open market at a price of $2.5000 per share.

The Reporting Person sold these shares pursuant to a Rule 10b5-1 trading plan. The shares were originally purchased by the Reporting Person in the open market on March 1, 2024.

Represents the weighted average of open market sale transactions ranging from $2.3500 to $2.3900 per share. The Reporting Person undertakes to provide full information regarding the number of shares sold at each separate price sold if requested by the Securities and Exchange Commission Staff, the Issuer or a security holder of the Issuer.

The Reporting Person sold these shares for tax planning purposes. The shares were originally acquired by the Reporting Person from the Issuer on October 15, 2019.

Represents the weighted average of open market sale transactions ranging from $2.4450 to $2.5000 per share. The Reporting Person undertakes to provide full information regarding the number of shares sold at each separate price sold if requested by the Securities and Exchange Commission Staff, the Issuer or a security holder of the Issuer.

Represents a stock option granted pursuant to the Issuer's 2019 Long-Term Incentive Plan, as amended (the "Plan"), for services as a member of the Issuer's Board of Directors until; the Issuer's 2026 Annual Meeting of Stockholder. The number of shares underlying the stock option shall vest as follows: in equal 2,500 share amounts over the continuous twelve months (on the last calendar day of each month) beginning on July 31, 2025, subject to the Reporting Person's continuous service through each vesting date. In the event of a Change in Control (as defined in the Plan), any unvested shares underlying the stock option shall accelerate in accordance with the terms of the Plan.

Represents a stock option granted pursuant to the Issuer's 2019 Long-Term Incentive Plan, as amended (the "Plan"), for services as a member of the Issuer's Board of Directors until; the Issuer's 2026 Annual Meeting of Stockholder. The number of shares underlying the stock option shall vest as follows: in equal 2,500 share amounts over the continuous twelve months (on the last calendar day of each month) beginning on July 31, 2025, subject to the Reporting Person's continuous service through each vesting date. In the event of a Change in Control (as defined in the Plan), any unvested shares underlying the stock option shall accelerate in accordance with the terms of the Plan.

Represents a restricted stock unit granted pursuant to the Issuer's Plan for services as a member of the Issuer's Chairperson of the Board of Directors until; the Issuer's 2026 Annual Meeting of Stockholder. The number of shares underlying the restricted stock unit shall vest as follows: in equal 417 share amounts over the following continuous twelve months (on the last calendar day of each month) beginning on July 31, 2025 (with 413 shares vesting month twelve due to rounding adjustments), subject to the Reporting Person's continuous service through each vesting date. In the event of a Change in Control (as defined in the Plan), any unvested shares underlying the restricted stock unit shall accelerate in accordance with the terms of the Plan.

Represents a restricted stock unit granted pursuant to the Issuer's Plan for services as a member of the Issuer's Chairperson of the Audit Committee of the Board of Directors until; the Issuer's 2026 Annual Meeting of Stockholder. The number of shares underlying the restricted stock unit shall vest as follows: in equal 417 share amounts over the following continuous twelve months (on the last calendar day of each month) beginning on July 31, 2025 (with 413 shares vesting month twelve due to rounding adjustments), subject to the Reporting Person's continuous service through each vesting date. In the event of a Change in Control (as defined in the Plan), any unvested shares underlying the restricted stock unit shall accelerate in accordance with the terms of the Plan.

Represents a stock option granted pursuant to the Issuer's 2019 Long-Term Incentive Plan, as amended (the "Plan"), for services as a member of the Issuer's Board of Directors until; the Issuer's 2026 Annual Meeting of Stockholder. The number of shares underlying the stock option shall vest as follows: in equal 2,500 share amounts over the continuous twelve months (on the last calendar day of each month) beginning on July 31, 2025, subject to the Reporting Person's continuous service through each vesting date. In the event of a Change in Control (as defined in the Plan), any unvested shares underlying the stock option shall accelerate in accordance with the terms of the Plan.

Represents a stock option granted pursuant to the Issuer's 2019 Long-Term Incentive Plan, as amended (the "Plan"), for services as a member of the Issuer's Board of Directors until; the Issuer's 2026 Annual Meeting of Stockholder. The number of shares underlying the stock option shall vest as follows: in equal 2,500 share amounts over the continuous twelve months (on the last calendar day of each month) beginning on July 31, 2025, subject to the Reporting Person's continuous service through each vesting date. In the event of a Change in Control (as defined in the Plan), any unvested shares underlying the stock option shall accelerate in accordance with the terms of the Plan.

The Reporting Person sold these shares pursuant to a Rule 10b5-1 trading plan. The shares were originally purchased by the Reporting Person in the open market on September 16, 2022.

Represents the weighted average of open market sale transactions ranging from $2.5000 to $2.7000 per share. The Reporting Person undertakes to provide full information regarding the number of shares sold at each separate price sold if requested by the Securities and Exchange Commission Staff, the Issuer or a security holder of the Issuer.

The Reporting Person sold these shares for tax planning purposes. The shares were originally acquired by the Reporting Person from the Issuer on October 15, 2019.

The Reporting Person sold all 2,000 shares of common stock in the open market at a price of $2.3900 per share.

The Reporting Person sold these shares for tax planning purposes. The shares were originally acquired by the Reporting Person from the Issuer on October 15, 2019.

Represents the weighted average of open market sale transactions ranging from $2.3200 to $2.3390 per share. The Reporting Person undertakes to provide full information regarding the number of shares sold at each separate price sold if requested by the Securities and Exchange Commission Staff, the Issuer or a security holder of the Issuer.

The Reporting Person sold these shares for tax planning purposes. The shares were originally acquired by the Reporting Person from the Issuer on October 15, 2019.

The Reporting Person sold all 1,000 shares of common stock in the open market at a price of $2.3231 per share.

The Reporting Person sold these shares for tax planning purposes. The shares were originally acquired by the Reporting Person from the Issuer on October 15, 2019.

The Reporting Person sold all 1,000 shares of common stock in the open market at a price of $2.2901 per share.

The Reporting Person sold these shares for tax planning purposes. The shares were originally acquired by the Reporting Person from the Issuer on October 15, 2019.

Represents the weighted average of open market sale transactions ranging from $2.2000 to $2.2400 per share. The Reporting Person undertakes to provide full information regarding the number of shares sold at each separate price sold if requested by the Securities and Exchange Commission Staff, the Issuer or a security holder of the Issuer.

The Reporting Person sold these shares for tax planning purposes. The shares were originally acquired by the Reporting Person from the Issuer on October 15, 2019.

The Reporting Person sold all 1,000 shares of common stock in the open market at a price of $2.5750 per share.

The Reporting Person sold these shares pursuant to a Rule 10b5-1 trading plan. The shares were originally purchased by the Reporting Person in the open market on September 16, 2022 and were not purchased in the recent registered direct offerings of the Issuer.

Represents the weighted average of open market sale transactions ranging from $2.5900 to $2.8600 per share. The Reporting Person undertakes to provide full information regarding the number of shares sold at each separate price sold if requested by the Securities and Exchange Commission Staff, the Issuer or a security holder of the Issuer.

The Reporting Person sold these shares pursuant to a Rule 10b5-1 trading plan. The shares were originally purchased by the Reporting Person in the open market on September 16, 2022 and were not purchased in the recent registered direct offerings of the Issuer.

Represents the weighted average of open market sale transactions ranging from $2.5001 to $2.6750 per share. The Reporting Person undertakes to provide full information regarding the number of shares sold at each separate price sold if requested by the Securities and Exchange Commission Staff, the Issuer or a security holder of the Issuer.

The Reporting Person sold these shares pursuant to a Rule 10b5-1 trading plan instituted for tax planning purposes. The shares were originally acquired by the Reporting Person from the Issuer on October 15, 2019 and were not purchased in the recent registered direct offerings of the Issuer.

Represents the weighted average of open market sale transactions ranging from $3.0000 to $3.0100 per share. The Reporting Person undertakes to provide full information regarding the number of shares sold at each separate price sold if requested by the Securities and Exchange Commission Staff, the Issuer or a security holder of the Issuer.

The Reporting Person sold these shares pursuant to a Rule 10b5-1 trading plan. The shares were originally purchased by the Reporting Person in the open market on September 16, 2022 and were not purchased in the recent registered direct offerings of the Issuer.

Represents the weighted average of open market sale transactions ranging from $2.8200 to $2.9350 per share. The Reporting Person undertakes to provide full information regarding the number of shares sold at each separate price sold if requested by the Securities and Exchange Commission Staff, the Issuer or a security holder of the Issuer.

The Reporting Person sold these shares pursuant to a Rule 10b5-1 trading plan instituted for tax planning purposes. The shares were originally acquired by the Reporting Person from the Issuer on October 15, 2019 and were not purchased in the recent registered direct offerings of the Issuer.

Represents the weighted average of open market sale transactions ranging from $3.0800 to $3.1700 per share. The Reporting Person undertakes to provide full information regarding the number of shares sold at each separate price sold if requested by the Securities and Exchange Commission Staff, the Issuer or a security holder of the Issuer.

The Reporting Person received these shares in consideration of his services as the Chairperson of the Audit Committee of the Board of Directors of the Issuer during the fiscal year 2024 and the shares vest immediately. All such shares are "restricted securities" as such term is defined in the Securities Act of 1933, as amended.

The Reporting Person received these shares in consideration of his services as the Chairperson of the Board of Directors of the Issuer during the fiscal year 2024 and the shares vest immediately. All such shares are "restricted securities" as such term is defined in the Securities Act of 1933, as amended.

The Reporting Person sold these shares pursuant to a Rule 10b5-1 trading plan. The shares were originally purchased by the Reporting Person in the open market on September 16, 2022 and were not purchased in the recent registered direct offerings of the Issuer.

Represents the weighted average of open market sale transactions ranging from $3.2300 to $3.3201 per share. The Reporting Person undertakes to provide full information regarding the number of shares sold at each separate price sold if requested by the Securities and Exchange Commission Staff, the Issuer or a security holder of the Issuer.

The Reporting Person sold these shares pursuant to a Rule 10b5-1 trading plan instituted for tax planning purposes. The shares were originally acquired by the Reporting Person from the Issuer on October 15, 2019 and were not purchased in the recent registered direct offerings of the Issuer.

Represents the weighted average of open market sale transactions ranging from $3.5600 to $3.7750 per share. The Reporting Person undertakes to provide full information regarding the number of shares sold at each separate price sold if requested by the Securities and Exchange Commission Staff, the Issuer or a security holder of the Issuer.

The Reporting Person sold these shares pursuant to a Rule 10b5-1 trading plan. The shares were originally purchased by the Reporting Person in the open market on September 16, 2022 and were not purchased in the recent registered direct offerings of the Issuer.

Represents the weighted average of open market sale transactions ranging from $3.31 to $3.62 per share. The Reporting Person undertakes to provide full information regarding the number of shares sold at each separate price sold if requested by the Securities and Exchange Commission Staff, the Issuer or a security holder of the Issuer.

The restricted stock units were granted to the Reporting Person in connection with his 2025 executive employment agreement with the Issuer. The restricted stock units vest in twelve equal monthly installments (subject to any rounding adjustments) during the term of the Levy Employment Agreement with the first installment vesting on January 2, 2025 provided the Reporting Person is employed on the applicable vesting date by the Issuer.

The Reporting Person sold these shares pursuant to a Rule 10b5-1 trading plan instituted for tax planning purposes. The shares were originally acquired by the Reporting Person from the Issuer on October 15, 2019 and were not purchased in the recent registered direct offerings of the Issuer.

Represents the weighted average of open market sale transactions ranging from $3.61 to $4.42 per share. The Reporting Person undertakes to provide full information regarding the number of shares sold at each separate price sold if requested by the Securities and Exchange Commission Staff, the Issuer or a security holder of the Issuer.