Sec Form 3 Filing - Weis Holger @ JUPITER NEUROSCIENCES, INC. - 2024-11-08

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Weis Holger
2. Issuer Name and Ticker or Trading Symbol
JUPITER NEUROSCIENCES, INC. [ JUNS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O JUPITER NEUROSCIENCES, INC., 1001 NORTH US HWY 1 SUITE 504
3. Date of Earliest Transaction (MM/DD/YY)
11/08/2024
(Street)
JUPITER, FL33477
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock option (right to buy) $ 1.33 07/25/2022 07/24/2032 Common Stock 67,500 ( 1 ) D
Stock option (right to buy) $ 1.33 09/29/2023 09/28/2033 Common Stock 104,625 ( 2 ) D
Stock option (right to buy) $ 1.33 12/18/2023 12/17/2033 Common Stock 8,730 ( 3 ) D
Restricted stock unit $ 0 12/18/2023 12/17/2033 Common Stock 85,800 ( 4 ) D
Convertible notes $ 2.8 08/09/2021 12/31/2024 Common Stock 8,928 ( 5 ) D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Weis Holger
C/O JUPITER NEUROSCIENCES, INC.
1001 NORTH US HWY 1 SUITE 504
JUPITER, FL33477
X
Signatures
/s/ Holger Weis 11/08/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Fully vested stock options which were granted on July 25, 2022 under the Company's 2021 Equity Incentive Plan.
( 2 )Fully vested stock options which were granted on September 29, 2023 pursuant to the approval of the board of directors of the issuer as partial consideration for forgiveness of earned compensation owed by the issuer to the Reporting Person.
( 3 )Fully vested stock options which were granted on December 18, 2023 pursuant to the approval of the board of directors of the issuer as partial consideration for forgiveness of earned compensation owed by the issuer to the Reporting Person.
( 4 )Restricted stock units which were granted on December 18, 2023 under the Company's 2023 Equity Incentive Plan as partial consideration for forgiveness of earned compensation owed by the issuer to the Reporting Person. The restricted stock units vest at 100% 180 days after the first day of trading of an IPO.
( 5 )Convertible note issued on August 9, 2021 with a principal balance of $25,000 with a conversion price of $2.80 per share.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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