Form 4: Relay Therapeutics Exec Sells Shares for Tax
Insider Transaction Report
Relay Therapeutics' President of R&D, Donald A. Bergstrom, sold 30,897 shares of common stock at $7.29 per share to cover tax obligations from RSU vesting.
Summary
- Donald A. Bergstrom, President, R&D of Relay Therapeutics, Inc. (RLAY), reported a sale of common stock.
- The transaction involved the disposition of 30,897 shares of common stock.
- The shares were sold at a price of $7.29 per share.
- The sale occurred on October 28, 2025.
- The purpose of the sale was to cover income tax withholding obligations arising from the vesting of 68,622 restricted stock units (RSUs) on October 27, 2025.
- This was a non-discretionary sale, executed in accordance with the company's policies.
- Following the transaction, Mr. Bergstrom beneficially owns 521,823 shares, which includes 168,866 shares underlying RSUs.
Sentiment
Score: 5
Explanation: The transaction is a routine, non-discretionary sale to cover tax obligations from RSU vesting, which is a neutral event in terms of company performance or executive sentiment.
Positives
- The transaction is a routine, non-discretionary sale to cover tax obligations, indicating standard executive compensation practices.
Negatives
- A reduction in direct share ownership by a key executive, though for a non-discretionary reason.
Future Outlook
No forward-looking statements or guidance are provided in this Form 4 filing.
Industry Context
This is a routine insider transaction (sell-to-cover) common across all industries for executives receiving RSU compensation. It does not reflect broader industry trends.
Comparison to Industry Standards
- This is a standard "sell-to-cover" transaction for RSU vesting, a common practice in executive compensation across publicly traded companies, including biotech/pharma firms like Relay Therapeutics. No specific comparable companies or projects are detailed in the filing.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Power of Attorney Grant | Donald Bergstrom granted a Limited Power of Attorney to several individuals (Sanjiv K. Patel, Soo-Yeun Lim, Thomas Catinazzo, William D. Collins) to execute and file SEC forms (Form ID, 3, 4, 5, Schedule 13D) on his behalf. | 10/17/2025 | Streamlines the process for executive SEC filings, ensuring timely compliance with reporting obligations. |
Stakeholder Impact
- Shareholders: Minor, as it is a routine, non-discretionary sale for tax purposes, not indicative of a change in executive confidence or company fundamentals.
Key Dates
| Date | Description |
|---|---|
| 10/17/2025 | Date of execution of Limited Power of Attorney by Donald Bergstrom. |
| 10/27/2025 | Vesting date of 68,622 restricted stock units (RSUs) for Donald Bergstrom. |
| 10/28/2025 | Date of common stock sale by Donald Bergstrom to cover tax obligations. |
| 10/30/2025 | Date the Form 4 filing was signed and filed. |
Recommendation
holdThis Form 4 details a routine, non-discretionary "sell-to-cover" transaction by an executive to satisfy tax obligations upon RSU vesting. Such transactions are common and generally do not reflect a change in the executive's outlook on the company or its fundamentals. Therefore, it provides no new information that would warrant a change in investment thesis, suggesting a "hold" recommendation based solely on this filing.
Keywords
Relay Therapeutics, RLAY, Form 4, Insider Trading, Stock Sale, Executive Compensation, RSU Vesting, Donald Bergstrom, Tax Obligations
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