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

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

Summary

• Thomas Catinazzo, Chief Financial Officer of Relay Therapeutics, Inc., reported several transactions on April 7th and April 9th, 2026.
• These transactions involved the sale of 17,717 shares of common stock at a weighted average price of $13.01, executed under a Rule 10b5-1 trading plan adopted on October 30, 2025.
• Additionally, 1,800 shares of common stock were acquired at $5.22, and subsequently, 1,800 shares were sold at $15.
• The filing also notes the acquisition of 1,800 stock options with an exercise price of $5.22, exercisable on April 9, 2026, and expiring on March 1, 2030.
• Beneficial ownership following these transactions stands at 213,867 shares, including 13,075 shares underlying restricted stock units.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral filing, as it primarily reports routine executive stock transactions under a pre-established plan, without significant positive or negative implications for the company's immediate financial health or strategic direction.

Positives

• The sale of shares was conducted under a Rule 10b5-1 trading plan, indicating pre-planned and potentially non-insider trading related activity.
• The acquisition of stock options at a lower price ($5.22) than the sale price ($15) could represent a favorable option exercise and sale scenario for the reporting person.

Negatives

• A significant number of shares (17,717) were sold, which could be interpreted as a reduction in the executive's direct stake in the company.
• The sale price of $13.01 is lower than the subsequent sale price of $15 for a smaller block of shares, though this is likely due to the nature of the 10b5-1 plan and market fluctuations.

Risks

• The Rule 10b5-1 plan was adopted on October 30, 2025, and the transactions occurred in April 2026, indicating a potential gap between plan adoption and execution.
• The weighted average sale price of $13.01 for a large block of shares might suggest a declining stock price trend around that period, although specific market data is not provided.

Future Outlook

The filing does not contain explicit forward-looking statements or guidance regarding future company performance. It primarily details past transactions by an executive.

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 executive stock transactions are common in the biotechnology and pharmaceutical sectors, reflecting standard compensation practices and liquidity management by key personnel. The use of Rule 10b5-1 plans is a widely adopted strategy to mitigate concerns about insider trading during periods of restricted trading.

Stakeholder Impact

• Shareholders: The sale of shares by a key executive might be perceived negatively, but the use of a 10b5-1 plan mitigates concerns about insider trading. The acquisition of options at a lower price and subsequent sale could be seen as a positive for the executive's personal financial planning.

Next Steps

• The reporting person is obligated to provide further information upon request regarding the specific prices of shares sold within the reported range.

Key Dates

Keywords

Form 4, SEC Filing, Insider Trading, Rule 10b5-1, Stock Options, Common Stock, Relay Therapeutics, Thomas Catinazzo, Beneficial Ownership, Securities Transaction