Form 4: Amylyx CFO Reports Share Sales & Trust Transfers

Amylyx Pharmaceuticals CFO James M. Frates reported the sale of 3,326 common shares for tax obligations and the contribution of 100,000 shares to a grantor retained annuity trust.

Summary

• James M. Frates, Chief Financial Officer of Amylyx Pharmaceuticals, Inc., reported transactions involving the company's common stock.
• On January 6, 2026, 3,326 shares of common stock were sold at a weighted average price of $11.1106 per share.
• These sales were automatic and required to cover tax withholding obligations in connection with the vesting of restricted stock units.
• On December 15, 2025, Mr. Frates contributed 100,000 shares of common stock to the JAMES M. FRATES 2025 GRAT NO 1, a grantor retained annuity trust, for no consideration.
• Following these transactions, Mr. Frates directly beneficially owns 177,104 shares of common stock.
• Indirect beneficial ownership includes 100,000 shares via the JAMES M. FRATES 2025 GRAT NO 1, 15,459 shares via the James M. Frates 2024 Grantor Retained Annuity Trust No. 1, and 11,072 shares via the FRATES FAMILY 2013 IRREV TRUST.
• The transactions were made pursuant to a Rule 10b5-1(c) plan.

Sentiment

Score: 5

Explanation: The sentiment is neutral. While there is an insider sale, it is explicitly for tax withholding and part of a pre-planned Rule 10b5-1 arrangement, which mitigates negative interpretations. The contribution to a GRAT is a personal estate planning move and not indicative of company performance.

Positives

• The sale of shares was automatic and not discretionary, specifically for tax withholding obligations, indicating a pre-planned event rather than a discretionary sell-off.
• The reporting person continues to hold a significant number of shares directly (177,104) and indirectly through trusts (totaling 126,531 shares across three trusts), demonstrating continued alignment with shareholder interests.
• The transactions were made pursuant to a Rule 10b5-1(c) plan, suggesting a pre-arranged and transparent approach to insider trading compliance.

Negatives

• An insider sale, even for tax purposes, reduces the direct equity stake of a key executive.

Risks

• The reporting person disclaims beneficial ownership of shares held by the trusts for Section 16 purposes, except to the extent of pecuniary interest, which could imply a reduced direct financial incentive from those specific shares.

Future Outlook

No forward-looking statements or guidance are provided in this insider transaction report.

Management Comments

• Sales were automatic and not at the discretion of the Reporting Person, required to cover tax withholding obligations in connection with the vesting of restricted stock units.
• The Reporting Person disclaims beneficial ownership of shares held by the trusts for purposes of Section 16 except to the extent of his pecuniary interest therein, if any.

Industry Context

This Form 4 filing details an insider transaction, which is a routine disclosure for publicly traded companies. It reflects personal financial planning and tax obligations of a key executive rather than broader industry trends or competitive positioning.

Comparison to Industry Standards

• Not applicable. This filing reports individual insider transactions, which are not typically compared to industry-wide benchmarks or specific competitor results. The nature of the transactions (tax withholding, GRAT contribution) is standard for executive compensation and estate planning.

Related Party Transactions

• Contribution of 100,000 shares to the JAMES M. FRATES 2025 GRAT NO 1, for which the Reporting Person serves as trustee and is the sole annuitant.
• Indirect beneficial ownership of 15,459 shares through the James M. Frates 2024 Grantor Retained Annuity Trust No. 1, for which the Reporting Person serves as trustee and is the sole annuitant.
• Indirect beneficial ownership of 11,072 shares through the FRATES FAMILY 2013 IRREV TRUST, for which the Reporting Person serves as trustee.

Stakeholder Impact

• Shareholders: A minor reduction in direct insider ownership due to tax-related sales, but overall insider holdings remain substantial. The pre-planned nature of the sale (10b5-1 plan) and the transfer to trusts for estate planning purposes suggest no negative implications for company fundamentals.
• Employees: No direct impact mentioned.
• Customers: No direct impact mentioned.
• Suppliers: No direct impact mentioned.
• Creditors: No direct impact mentioned.

Next Steps

• No specific future actions, events, or milestones are mentioned in this insider transaction report.

Key Dates

Recommendation

This Form 4 details routine insider transactions, specifically a tax-related sale and a contribution to a grantor retained annuity trust, both of which are common and often pre-planned events for executives. These transactions do not provide new information about the company's operational performance, financial health, or strategic direction that would warrant a change in investment recommendation. The CFO retains significant direct and indirect ownership, maintaining alignment with shareholder interests. Therefore, a 'hold' recommendation is appropriate, as the filing itself does not present a catalyst for either buying or selling.

Keywords

Amylyx Pharmaceuticals, AMLX, Form 4, Insider Trading, James M. Frates, CFO, Stock Sale, Tax Withholding, Grantor Retained Annuity Trust, GRAT, Rule 10b5-1