SEC FORM 4 SEC Form 4
FORM 4 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
or Section 30(h) of the Investment Company Act of 1940
 
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1. Name and Address of Reporting Person*
JOHNSON SABRINA MARTUCCI

(Last) (First) (Middle)
3655 NOBEL DRIVE
SUITE 260

(Street)
SAN DIEGO CA 92122

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Dare Bioscience, Inc. [ DARE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
checkbox checked Director 10% Owner
checkbox checked Officer (give title below) Other (specify below)
Chef Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
checkbox checked Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (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: 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 A Convertible Preferred Stock $2.5 02/18/2026(1) A 10,800 (2) (3) Common stock 21,600 (4) 10,800 D
Common Stock Warrant (right to buy) $4 02/18/2026(1) A 21,600 (2) (5) Common stock 21,600 (4) 21,600 D
Explanation of Responses:
1. This date is the date on which the reporting person subscribed to purchase the securities. The securities will be issued at a future date when the Issuer accepts the reporting person's subscription.
2. This security is convertible or exercisable, as applicable, at any time after issuance.
3. The Series A Convertible Preferred Stock (the Preferred Stock) is perpetual and has no expiration date. The Issuer has the option to redeem the Preferred Stock and the right to require the conversion of the Preferred Stock into shares of the common stock of the Issuer (the Common Stock), in each case, subject to specified conditions.
4. The reported securities are included within 10,800 Investor Units (the Units) purchased by the reporting person in the Regulation A offering of the Issuer for $5 per Unit. Each Unit consists of one share of Preferred Stock, each of which is initially convertible into two shares of Common Stock, and two warrants, each to purchase one share of Common Stock.
5. This security expires on the 36-month anniversary of the date of issuance.
Remarks:
/s/ Sabrina Martucci Johnson 02/20/2026
** Signature of Reporting Person Date
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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