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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*
Williams Sarah Joanne

(Last) (First) (Middle)
C/O AN2 THERAPEUTICS, INC.
1300 EL CAMINO REAL, SUITE 100

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
01/26/2026
3. Issuer Name and Ticker or Trading Symbol
AN2 Therapeutics, Inc. [ ANTX ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Principal Accounting 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)
Common Stock 18,800(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)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy) (2) 02/25/2035 Common Stock 21,875 $1.13 D
Stock Option (right to buy) (3) 06/16/2034 Common Stock 23,700 $2.07 D
Explanation of Responses:
1. Includes the balance of (a) 10,938 RSUs which vest as follows: 1/4th of the RSUs vest in substantially equal installments annually (rounded down to the nearest whole number of shares) over four years from January 1, 2025, and (b) 11,850 RSUs which vest as follows: 1/16th of the RSUs vest in substantially equal installments quarterly (rounded down to the nearest whole number of shares) over four years from May 28, 2024, in each case subject to the Reporting Person continuing to provide services to the Company as an employee, consultant or director of the Company through each applicable vesting date. A total of 3,174 shares from the aggregate number of the RSUs issued under (a) and (b) above were sold to cover taxes and a total of 814 shares were sold on the open market.
2. The shares subject to the option are exercisable and vest as follows: 1/48th of the shares vest and become exercisable (rounded down to the nearest whole number of shares) monthly over four years from January 1, 2025 until fully vested and exercisable on January 1, 2029, subject to the Reporting Person continuing to provide services to the Company as an employee, consultant or director of the Company through each applicable vesting date.
3. The shares subject to the option are exercisable and vest as follows: 1/4th of the shares vest and become exercisable (rounded down to the nearest whole number of shares) on the first anniversary of May 28, 2024, and 1/48th of the shares vest and become exercisable monthly (rounded down to the nearest whole number of shares) over the following three years until fully vested and exercisable on May 28, 2028, subject to the Reporting Person continuing to provide services to the Company as an employee, consultant or director of the Company through each applicable vesting date.
/s/ Sarah Joanne Williams 02/03/2026
** 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.