Sec Form 4 Filing - Moin Andrew @ SAB Biotherapeutics, Inc. - 2025-09-29

Insider filing report for Changes in Beneficial Ownership
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FORM 4
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
Moin Andrew
2. Issuer Name and Ticker or Trading Symbol
SAB Biotherapeutics, Inc. [ SABS]
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)
777 W 41ST STREET, SUITE 401
3. Date of Earliest Transaction (MM/DD/YY)
09/29/2025
(Street)
MIAMI BEACH, FL33140
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
Common Stock 09/29/2025 M( 1 ) 1,740,000 A $ 1.75 2,198,457 I See Footnote. ( 2 )
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
Series B Convertible Preferred Stock $ 1.75 09/29/2025 M( 1 ) 17,400 09/29/2025( 3 ) ( 3 ) Common Stock 1,740,000 ( 3 ) 211,100 I See Footnote. ( 2 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Moin Andrew
777 W 41ST STREET, SUITE 401
MIAMI BEACH, FL33140
X
Signatures
/s/ Andrew Moin 10/01/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Reflects the automatic conversion of Series B Convertible Preferred Stock, par value $0.0001 per share (the "Preferred Stock"), of SAB Biotherapeutics, Inc. (the "Issuer"), held by Sessa Capital (Master), L.P. (the "Fund") into common stock, par value $0.0001 per share (the "Common Stock") of the Issuer. The Preferred Stock became automatically convertible on September 29, 2025, the first trading day following the announcement of the approval by the stockholders of the Issuer of the issuance of all Common Stock upon conversion of the Preferred Stock.
( 2 )These securities of the Issuer are beneficially owned by (i) the Fund, directly, (ii) Sessa Capital GP, LLC, indirectly as a result of being the sole general partner of the Fund, (iii) Sessa Capital IM, L.P., indirectly as a result of being the investment adviser for the Fund, (iv) Sessa Capital IM GP, LLC, indirectly as a result of being the sole general partner of Sessa Capital IM, L.P., and (v) John Petry, indirectly as a result of being the manager of Sessa Capital GP, LLC and Sessa Capital IM GP, LLC (collectively, the "Sessa Parties"). Andrew Moin, an Analyst and Partner with the Fund, is a member of the board of directors of the Issuer. Each of the foregoing persons disclaims beneficial ownership of any securities reported by any person except to the extent of their pecuniary interest therein.
( 3 )The Fund acquired the Preferred Stock of the Issuer for an aggregate purchase price of $39,987,500 pursuant to that certain Securities Purchase Agreement, dated July 21, 2025. The Preferred Stock is subject to a beneficial ownership limitation that prevents the Sessa Parties from converting the Preferred Stock into Common Stock to the extent that such conversion would result in the Sessa Parties beneficially owning more than 4.99% of the Issuer's Common Stock outstanding immediately following such conversion.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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