SEC FORM 3

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SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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^*

Javadi Alireza

(Last)

(First)

(Middle)

C/O RANI THERAPEUTICS HOLDINGS, INC.

2051 RINGWOOD AVENUE

(Street)

SAN JOSE

95131

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026

3. Issuer Name and Ticker or Trading Symbol
Rani Therapeutics Holdings, Inc. [ RANI ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Technical Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock	10,075⁽¹⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option (Right to Buy)	⁽²⁾	03/21/2032	Class A Common Stock	9,166	$13.21	D
Stock Option (Right to Buy)	⁽²⁾	03/26/2033	Class A Common Stock	3,416	$5.44	D
Stock Option (Right to Buy)	⁽²⁾	12/14/2033	Class A Common Stock	10,834	$2.84	D
Stock Option (Right to Buy)	⁽³⁾	12/14/2033	Class A Common Stock	17,084	$2.84	D
Stock Option (Right to Buy)	⁽⁴⁾	03/20/2034	Class A Common Stock	40,750	$3.6	D
Stock Option (Right to Buy)	⁽⁵⁾	05/22/2035	Class A Common Stock	159,000	$0.6168	D

Explanation of Responses:

1. Includes 4,297 shares of restricted stock units (RSUs) subject to vesting in equal monthly installments beginning June 27, 2023 through March 27, 2027 and Reporting Person's Continuous Service (as defined in the Issuer's 2021 Equity Incentive Plan) as of each vesting date. Each RSU represents a contingent right to receive one share of common stock of the Issuer.

2. The shares subject to the option are fully vested.

3. The shares subject to this option vest 1/48th monthly over a four-year period beginning on December 27, 2023, subject to the Reporting Person's Continuous Service (as defined in the Issuer's 2021 Equity Incentive Plan) with the Company through each vesting date.

4. The shares subject to this option vest 25% each year over a four-year period beginning on March 21, 2024, subject to the Reporting Person's Continuous Service (as defined in the Issuer's 2021 Equity Incentive Plan) with the Company through each vesting date.

5. The shares subject to this option vest 25% each year over a four-year period beginning on May 23, 2025, subject to the Reporting Person's Continuous Service (as defined in the Issuer's 2021 Equity Incentive Plan) with the Company through each vesting date.

	/s/ Svai Sanford, Attorney-in-Fact	03/27/2026
	** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.