Form 4: Relay Therapeutics Insider Sells Shares Under 10b5-1 Plan

Donald A. Bergstrom, President of R&D at Relay Therapeutics, Inc., reported the sale of 8,660 shares of common stock for $18.71 per share, executed under a pre-arranged Rule 10b5-1 trading plan.

Summary

• Donald A. Bergstrom, President of R&D at Relay Therapeutics, Inc. (RLAY), sold 8,660 shares of common stock on July 6, 2026.
• The sale was conducted under a Rule 10b5-1 trading plan established on October 30, 2025, which is designed to comply with affirmative defense conditions.
• The weighted average sale price for these shares was $18.71, with individual transactions occurring between $18.45 and $19.36.
• Following this transaction, Mr. Bergstrom beneficially owns 409,897 shares of common stock, which includes 15,037 shares underlying restricted stock units.

Sentiment

Score: 4

Explanation: StockSavvy.ai views this as a slightly negative sentiment due to an insider sale, even though it was executed under a pre-planned Rule 10b5-1 trading plan. While the plan mitigates insider trading concerns, the act of selling by a key executive can still be interpreted as a bearish signal by some investors.

Positives

• The transaction was executed under a Rule 10b5-1 plan, indicating adherence to pre-determined trading strategies and potentially mitigating insider trading concerns.
• The reporting person retains a significant beneficial ownership of 409,897 shares, suggesting continued commitment to the company.

Negatives

• An insider, the President of R&D, has sold a portion of their holdings, which could be perceived negatively by the market, although it was planned.
• The sale occurred at a weighted average price of $18.71, which may be relevant if the stock price fluctuates significantly around this level.

Risks

• The sale of shares by a key executive could be interpreted as a lack of confidence in near-term stock performance, despite being part of a pre-planned strategy.
• Future sales under the 10b5-1 plan could continue to exert downward pressure on the stock price if executed in large volumes.

Future Outlook

The filing itself does not contain forward-looking statements or guidance. However, the existence of a Rule 10b5-1 plan implies that future transactions may occur according to the plan's parameters.

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 insider sales, even those conducted under Rule 10b5-1 plans, are closely watched by the market. While these plans are designed to avoid accusations of insider trading by establishing a pre-determined schedule or criteria for sales, they can still influence investor sentiment. The biotech sector, in particular, often sees significant stock price volatility based on clinical trial results and regulatory approvals, making executive stock transactions a point of interest.

Stakeholder Impact

• Shareholders: May view the sale with caution, potentially impacting short-term stock sentiment, despite the Rule 10b5-1 plan.
• Employees: May interpret the sale as a signal from management, though the planned nature of the transaction may temper concerns.
• Management: The transaction is a personal financial decision by an executive, executed within established corporate governance guidelines.

Next Steps

• The reporting person may continue to execute trades under the Rule 10b5-1 plan.
• The company may provide further updates on its R&D progress or financial performance in subsequent filings.

Key Dates

Keywords

Relay Therapeutics, RLAY, Form 4, Insider Trading, Rule 10b5-1, Stock Sale, Beneficial Ownership, Donald A. Bergstrom, R&D Executive