Form 4: Relay Therapeutics CFO Trades Shares Under 10b5-1 Plan

Sentiment:

Statement of Changes in Beneficial Ownership


Relay Therapeutics CFO Thomas Catinazzo reported transactions involving the sale and acquisition of company stock under a pre-arranged Rule 10b5-1 trading plan.

Summary

  • Thomas Catinazzo, Chief Financial Officer of Relay Therapeutics, Inc., executed a series of transactions on June 22, 2026.
  • These transactions included the sale of common stock at weighted average prices ranging from $16.38 to $17.39.
  • Concurrently, Catinazzo acquired shares through the exercise of stock options at prices of $5.04, $5.22, and $4.45.
  • The reporting person also holds 9,807 shares underlying restricted stock units.
  • All transactions were conducted under a Rule 10b5-1 trading plan adopted on October 30, 2025.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral filing, as the transactions were conducted under a pre-arranged plan, indicating adherence to regulatory compliance rather than a strong signal of company performance or executive confidence/distrust.

Positives

  • The CFO's stock option exercises at lower prices ($4.45-$5.22) and subsequent sale of shares at higher prices ($16.38-$17.39) indicate a profitable execution of the trading plan.
  • The use of a Rule 10b5-1 plan demonstrates proactive and structured financial planning by management, adhering to regulatory guidelines to avoid insider trading concerns.
  • The acquisition of shares through option exercises suggests continued belief in the company's value, even as some shares were sold.

Negatives

  • The reporting person sold a significant number of shares, totaling 17,717 shares at an average price of $17.01 and another 56,323 shares at an average price of $16.97, and 61,563 shares at $16.97, and 51,560 shares at $16.97.
  • The net effect of the reported transactions is a reduction in the CFO's direct beneficial ownership of common stock.

Risks

  • The sale of a substantial number of shares by a key executive could be interpreted negatively by the market, potentially impacting investor sentiment.
  • While executed under a 10b5-1 plan, significant selling by insiders can sometimes precede or coincide with periods of stock price decline, though this filing does not provide such context.

Future Outlook

The filing itself does not contain forward-looking statements or guidance. It solely reports past transactions.

Management Comments

  • The reported transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on October 30, 2025.
  • The reporting person hereby undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.

Industry Context

StockSavvy.ai notes that Form 4 filings detailing Rule 10b5-1 plans are common for executives in the biotechnology and pharmaceutical sectors, reflecting a structured approach to managing personal investments while adhering to regulations.

Stakeholder Impact

  • Shareholders may scrutinize the significant sale of shares by the CFO, potentially leading to short-term market reactions, although the 10b5-1 plan mitigates concerns about non-public information.
  • Employees may view the executive's stock transactions as a signal, though the structured nature of the plan suggests it's a planned financial event rather than a reaction to company news.

Next Steps

  • The reporting person may be required to provide additional detailed information regarding the specific prices of shares sold upon request from regulatory bodies or security holders.

Key Dates

DateDescription
10/30/2025Date Rule 10b5-1 trading plan was adopted by the reporting person.
06/22/2026Date of reported transactions (sales and acquisitions of common stock).
06/24/2026Date the Form 4 was signed by the reporting person's attorney-in-fact.

Keywords

Form 4, SEC Filing, Insider Trading, Rule 10b5-1, Stock Options, Beneficial Ownership, Relay Therapeutics, RLAY, Thomas Catinazzo, Stock Sales, Stock Purchases

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