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Filing Details

Accession Number:: 0001474506-25-000089
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2025-05-14 17:52:52
Reporting Period:: 2025-05-12

Filing Date:: 2025-05-14
Accepted Time:: 2025-05-14 17:52:52
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1894525	Apimeds Pharmaceuticals Us Inc.	APUS	Pharmaceutical Preparations (2834)	851099700

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
2057997	Inscobee Inc.	Room 613, Digital-Ro 130, 6F Geumcheon-Gu Seoul M5 08580		No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock, Par Value $0.01 Per Share	Acquisiton	2025-05-12	500,000	$4.00	1,984,616	No	4	P	Direct
Common Stock, Par Value $0.01 Per Share	Acquisiton	2025-05-12	182,002	$2.60	4,316,618	No	4	C	Indirect	By Apimeds Inc.
Common Stock, Par Value $0.01 Per Share	Acquisiton	2025-05-12	71,090	$2.60	4,387,708	No	4	C	Indirect	By Apimeds Inc.
Common Stock, Par Value $0.01 Per Share	Acquisiton	2025-05-12	44,041	$2.60	2,028,657	No	4	C	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Direct
No	4	C	Indirect	By Apimeds Inc.
No	4	C	Indirect	By Apimeds Inc.
No	4	C	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Price	Amount - 2	Price - 2
Common Stock, Par Value $0.01 Per Share	Convertible Promissory Note	Disposition	2025-05-12	$0.00	182,022	$2.60
Common Stock, Par Value $0.01 Per Share	Convertible Promissory Note	Disposition	2025-05-12	$0.00	71,090	$2.60
Common Stock, Par Value $0.01 Per Share	Convertible Promissory Note	Disposition	2025-05-12	$0.00	44,041	$2.60

Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
No	4	C	Indirect
No	4	C	Indirect
No	4	C	Direct

Footnotes

On August 30, 2021, Apimeds Pharmaceuticals US, Inc. (the "Issuer") issued to Apimeds Inc. ("Apimeds Korea") a convertible promissory note in the principal amount of $400,000 (as amended, the "August 2021 Note"). All outstanding principal and accrued and unpaid interest owed under the August 2021 Note is due and payable on the earlier of (i) December 31, 2026, or (ii) the consummation of an offering of the Issuer's common stock resulting in the listing of the Issuer's common stock on the NYSE American, or other national securities exchange (a "Qualified Offering"). The August 2021 Note bears interest at an annual rate of 5%. The August 2021 Note is convertible into shares of common stock at a conversion price of $2.60 per share (the "Conversion Price"). The amount reported in Column 3 of Table II represents the original principal amount of $400,000, plus $73,205 of accrued and unpaid interest.
On May 12, 2025, the Issuer completed a Qualified Financing and all outstanding principal and accrued and unpaid interest owed under the note converted into common stock at the Conversion Price.
The shares of common stock are owned directly by Apimeds Korea, which is a wholly owned subsidiary of the reporting person. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
On March 21, 2022, the Issuer issued to Apimeds Korea a convertible promissory note in the principal amount of $160,000 (as amended, the "March 2022 Note"). All outstanding principal and accrued and unpaid interest owed under the March 2022 Note is due and payable on the earlier of (i) December 31, 2026, or (ii) the consummation of a Qualified Offering. The March 2022 Note bears interest at an annual rate of 5%. The March 2022 Note is convertible into shares of common stock at the Conversion Price. The amount reported in Column 3 of Table II represents the original principal amount of $160,000, plus $24,833 of accrued and unpaid interest.
On June 3, 2022, the Issuer issued to Inscobee Inc. a convertible promissory note in the principal amount of $100,000 (as amended, the "June 2022 Note"). All outstanding principal and accrued and unpaid interest owed under the June 2022 Note is due and payable on the earlier of (i) December 31, 2026, or (ii) the consummation of a Qualified Offering. The June 2022 Note bears interest at an annual rate of 5%. The June 2022 Note is convertible into shares of common stock at the Conversion Price. The amount reported in Column 3 of Table II represents the original principal amount of $100,000, plus $14,507 of accrued and unpaid interest.